Core Points - The implementation rules for the cumulative voting system aim to enhance the corporate governance structure of Suzhou Guangge Technology Co., Ltd. and ensure that all shareholders can fully exercise their rights in electing directors, thereby protecting the interests of minority shareholders [1][2] Group 1: General Provisions - The cumulative voting system allows shareholders to have voting rights equal to the number of directors to be elected, enabling them to concentrate their votes on one candidate or distribute them among several candidates [1][2] - The rules specify that the term "directors" includes both independent and non-independent directors, excluding those elected by employee representatives [1] Group 2: Election Procedures - The cumulative voting system must be adopted when a single shareholder or their concerted parties hold 30% or more of the voting shares, and it is mandatory when electing two or more directors [2] - Shareholders holding more than 1% of the company's shares can propose candidates for independent and non-independent directors, and the nomination must be made with the consent of the nominee [2][3] Group 3: Voting Principles - Before voting, the meeting host must inform shareholders about the cumulative voting method, and appropriate ballots must be prepared [3][4] - Votes can be concentrated on one candidate or distributed among multiple candidates, but the number of candidates voted for cannot exceed the number of directors to be elected [4][5] Group 4: Election Results - Directors are elected based on the number of votes received, with a requirement that each elected director must receive more than half of the valid voting rights held by attending shareholders [5] - If the number of elected directors is less than required, a second round of elections will be held to fill the vacancies [5][6]
光格科技: 累积投票制实施细则