唯捷创芯: 股东会累积投票制实施细则

Core Points - The implementation details of the cumulative voting system aim to enhance corporate governance and protect minority shareholders' rights [1][2] - The cumulative voting system allows shareholders to allocate their voting rights across multiple candidates, ensuring a more equitable election process [1][4] Chapter 1: General Principles - The cumulative voting system is defined as a voting method where each share held by a shareholder corresponds to the number of directors to be elected, allowing for concentrated voting on a single candidate or distributed among several [1][2] - The system is mandatory when a single shareholder or their concerted parties hold more than 30% of the shares or when electing two or more independent directors [2][3] Chapter 2: Nomination of Director Candidates - Director candidates must be proposed through a formal motion, and shareholders holding more than 1% of shares can nominate candidates [2][3] - Nominators must obtain consent from the candidates and provide detailed personal information for transparency [3][4] Chapter 3: Voting and Election of Directors - Each shareholder's voting power is calculated based on the number of shares multiplied by the number of directors to be elected, with specific rules for valid voting [4][5] - The voting process requires clear communication of the cumulative voting method and the responsibilities of the shareholders [5][6] - The election results are determined by the total votes received, with a requirement that the elected candidates must receive more than half of the total voting rights present [6][7] Chapter 4: Supplementary Provisions - Any matters not covered by these rules will follow national laws and regulations, and the board of directors is responsible for interpreting and modifying these rules as necessary [8]