金陵体育: 股东会议事规则（2025年8月）

General Principles - The rules are established to standardize the behavior of Jiangsu Jinling Sports Equipment Co., Ltd. and ensure shareholders can exercise their rights according to the law [2] - The company must strictly follow laws, regulations, and its articles of association when convening shareholder meetings [2][3] Powers of the Shareholders' Meeting - The shareholders' meeting is the company's authority body and must exercise its powers within the scope defined by the Company Law and the company's articles of association [3] - Certain transactions must be submitted for shareholders' approval if they meet specific criteria, such as electing directors, approving profit distribution plans, and significant asset transactions [3][4] Transaction Approval Criteria - Transactions involving assets exceeding 30% of the company's latest audited total assets must be submitted for approval [4] - Related party transactions exceeding 30 million RMB and 5% of the company's latest audited net assets must also be submitted for approval [4] Shareholders' Meeting Convening - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [8] - Temporary meetings can be convened under specific circumstances, such as when the number of directors is insufficient or when requested by shareholders holding more than 10% of shares [8][9] Proposals and Notifications - Proposals for the shareholders' meeting must fall within the powers of the meeting and be submitted in writing at least 10 days before the meeting [15][16] - Notifications for the annual meeting must be sent 20 days in advance, while notifications for temporary meetings must be sent 15 days in advance [18] Voting and Resolutions - Each share has one vote, and the voting must be conducted in a fair manner without manipulation [20] - Ordinary resolutions require a simple majority, while special resolutions require two-thirds approval from the attending shareholders [50][52] Meeting Records - The company must keep detailed records of the meeting, including attendance, proposals, and voting results, for at least 10 years [26]