General Overview - The document outlines the governance structure and voting procedures for Guangdong Deguan Film New Materials Co., Ltd, focusing on the cumulative voting system for electing directors [2][3]. Cumulative Voting System - The cumulative voting system allows shareholders to have voting rights equal to the number of shares they hold multiplied by the number of directors to be elected, enabling them to concentrate their votes on one candidate or distribute them among several [2][3][4]. - This system is mandatory when a single shareholder or their concerted parties hold 30% or more of the voting shares or when electing two or more independent directors [2][3]. Director Nomination Process - Shareholders holding 1% or more of the company's shares can propose candidates for non-independent directors, while the board can recommend independent director candidates [3][4]. - Nominated candidates must provide detailed personal information and confirm their eligibility for the position [4][5]. Voting Procedures - The voting process requires shareholders to indicate their cumulative votes for each candidate, with specific rules on how votes can be allocated [7][8]. - The results of the voting must be announced, detailing the number of votes each candidate received and whether they were elected [8][9]. Confirmation of Election - The election results must comply with the company's articles of association, and candidates must receive more than half of the valid votes to be elected [8][9]. - If there are ties in votes, a subsequent meeting must be held within two months to resolve the election of those candidates [9]. Additional Provisions - The document states that any matters not covered will be governed by relevant laws and regulations, and the board of directors is responsible for interpreting these rules [9].
德冠新材: 累积投票制实施细则