凯众股份: 上海凯众材料科技股份有限公司董事会议事规则

General Principles - The rules are established to clarify the responsibilities and powers of the board of directors, standardize internal structures and operational procedures, and enhance the board's role as the center of business decision-making [2][3] Decision-Making Procedures - The board of directors must operate within the scope defined by the Company Law, Securities Law, and the company's articles of association [3] - The decision-making process includes investment decisions, financial budgeting, profit distribution, senior management appointments, and approval of organizational structures [3][4] Board Meetings - Board meetings can be regular or temporary, with the chairman responsible for convening and presiding over meetings [4][7] - Regular meetings must occur at least twice a year, while temporary meetings can be called under specific circumstances [7][8] Meeting Notifications - Notifications for board meetings must include essential details such as date, location, agenda, and the date of notification [9][14] - Changes to meeting details require prior notice and approval from all attending directors [14] Voting and Records - Decisions require a majority vote from attending directors, with specific rules for abstentions and conflicts of interest [26][31] - Meeting records must be maintained, including attendance, agenda, and voting results, and must be preserved for ten years [35][38] Miscellaneous - Any matters not covered by these rules will be governed by relevant national laws and the company's articles of association [39][42]