Core Viewpoint - Shanghai Yachuang Electronics Group Co., Ltd. has revised its "Rules of Shareholders' Meeting" in accordance with the latest regulations and the company's actual situation, with specific changes outlined in the document [1]. Summary by Sections Revision of Shareholders' Meeting Rules - The term "Shareholders' General Meeting" has been changed to "Shareholders' Meeting," and "Supervisory Board" has been changed to "Audit Committee" without substantial changes [1]. - The revised rules maintain the core functions of the shareholders' meeting, including decision-making on business policies, election of directors, and approval of financial reports [1]. Key Responsibilities of the Shareholders' Meeting - The shareholders' meeting is responsible for electing and replacing directors, approving the board's reports, and deciding on profit distribution plans [1]. - It also has the authority to approve changes in registered capital, issue bonds, and make decisions on mergers, divisions, or dissolutions of the company [1]. Financial Assistance and Guarantees - The rules stipulate that financial assistance provided by the company must be approved by the shareholders' meeting if it exceeds 10% of the latest audited net assets [2]. - Guarantees provided by the company must also be approved if they exceed certain thresholds, including 50% of the latest audited net assets or 30% of the latest audited total assets [2]. Independent Directors and Proposals - Independent directors have the right to propose the convening of a temporary shareholders' meeting, which must be held if agreed upon by a majority of independent directors [3]. - Shareholders holding more than 1% of the company's shares can propose agenda items for the shareholders' meeting, which must be notified within two days of receipt [4][7]. Voting and Decision-Making Procedures - The rules specify that voting on proposals must be conducted transparently, with results announced immediately [11]. - Special resolutions require a higher threshold for approval, including amendments to the company's articles of association [11][37]. Protection of Minority Shareholders - The rules ensure that decisions affecting minority shareholders are subject to separate voting counts, and results must be disclosed promptly [12][39]. - The company is prohibited from restricting minority shareholders' voting rights or harming their legitimate interests [12]. Final Provisions - Other provisions of the "Rules of Shareholders' Meeting" remain unchanged, and the revised rules will take effect upon approval by the shareholders' meeting [14].
雅创电子: 股东会议事规则修订对照表