Core Points - The company has amended its articles of association to eliminate the supervisory board, transferring its powers to the audit committee of the board of directors [1][2][3] - The amendments include changes to the roles and responsibilities of the legal representative and the company’s liability structure [4][5] - New provisions have been added regarding the financial assistance for share acquisition and the conditions under which the company can repurchase its shares [6][7][8] Governance Structure - The supervisory board has been abolished, and its functions will now be performed by the audit committee [1] - The legal representative's responsibilities have been clarified, including the company's liability for actions taken in its name [3][4] - The articles now specify that shareholders can sue the company’s directors and senior management under certain conditions [4][5] Shareholder Rights and Responsibilities - Shareholders are entitled to equal rights and obligations based on their shareholdings, and the articles outline the procedures for exercising these rights [5][6] - New rules have been established regarding the transfer of shares and the conditions under which shareholders can request information from the company [12][13] - The amendments emphasize the obligations of shareholders to comply with laws and the articles, including the prohibition of abusing shareholder rights [20][21] Financial Provisions - The company will provide financial assistance for share acquisitions under specific conditions, with a cap on the total amount of assistance [6][7] - The articles detail the procedures for capital increases and the types of financial instruments that can be issued [8][9] - New rules have been introduced regarding the company’s ability to repurchase its shares, including the need for board approval [10][11] Meeting Procedures - The articles specify the procedures for convening shareholder meetings, including the requirements for quorum and voting [24][25] - Independent directors have the right to propose the convening of temporary shareholder meetings, with specific timelines for responses from the board [26][27] - The amendments clarify the legal opinions required for certain decisions made during shareholder meetings [27]
亚厦股份: 公司章程修正案