XD凯赛生: 关于取消监事会、修订《公司章程》暨修订、制定及废止公司部分内部管理制度的公告

Core Viewpoint - Shanghai Kaisa Biotechnology Co., Ltd. has decided to abolish its supervisory board and amend its articles of association, with the audit committee of the board taking over the supervisory functions [1][2]. Summary by Sections Cancellation of Supervisory Board - The company will no longer have a supervisory board, as per the relevant laws and regulations, with the audit committee of the board assuming the supervisory responsibilities [2][3]. - The existing rules regarding the supervisory board will be abolished, and the company will continue to ensure compliance and oversight until the shareholders' meeting approves this change [2]. Amendments to Articles of Association - The amendments aim to enhance the corporate governance structure in line with the requirements for companies listed on the Sci-Tech Innovation Board [3]. - Specific changes include the redefinition of the roles and responsibilities of the board and the legal representative [4][5]. - The articles will now reflect that the legal representative is the chairman of the board, and the company will bear civil liability for actions taken by the legal representative [4][5]. Shareholder Rights and Responsibilities - Shareholders will continue to have rights to dividends and other benefits proportional to their shareholdings [12][13]. - The articles stipulate that shareholders must comply with laws and the company's regulations, and they cannot abuse their rights to harm the company or other shareholders [39][40]. Financial Assistance and Guarantees - The company must seek approval from the shareholders' meeting for any financial assistance or guarantees exceeding certain thresholds, ensuring transparency and accountability [20][21]. - Specific conditions under which the company can provide financial assistance or guarantees are outlined, including limits based on the company's audited net assets [20][21].