明阳智能: 董事会议事规则

Core Points - The article outlines the governance structure and decision-making procedures of Mingyang Smart Energy Group Co., Ltd, emphasizing the importance of a well-defined board of directors to ensure effective management and protect shareholder interests [1][2][4] Chapter Summaries Chapter 1: General Provisions - The rules are established to standardize the board meeting procedures and enhance decision-making efficiency [1] Chapter 2: Powers of the Board - The board has the authority to convene shareholder meetings, execute resolutions, decide on business plans, and manage significant financial activities such as capital changes and mergers [2] Chapter 3: Powers of the Chairman - The chairman is responsible for presiding over meetings and ensuring the execution of board resolutions [4][5] Chapter 4: Special Committees of the Board - The board has established four special committees: Audit Committee, Compensation and Assessment Committee, Nomination Committee, and Strategy Committee, each with specific responsibilities [7][8] Chapter 5: Meeting Procedures - Board meetings can be regular or temporary, with specific notification requirements and procedures for convening [9][10] Chapter 6: Meeting and Voting Procedures - A quorum requires the presence of more than half of the directors, and decisions are made through a one-vote-per-person system [22][23] Chapter 7: Resolutions and Meeting Records - Resolutions require a majority vote from all directors, and detailed records of meetings must be maintained [32][33] Chapter 8: Major Decision-Making Procedures - The CEO is appointed by the board, and significant financial decisions require thorough research and feasibility reports [40][41] Chapter 9: Supplementary Provisions - Any matters not covered by these rules will adhere to relevant laws and regulations, and the rules take effect upon approval by the shareholders [45][46]