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武汉凡谷: 董事会议事规则(2025年8月)

Core Points - The document outlines the rules for the board of directors of Wuhan Fanggu Electronics Technology Co., Ltd, aiming to standardize the decision-making process and improve efficiency [1][18] - The rules are based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1][18] Group 1: Board Meeting Procedures - The board must hold at least two regular meetings each year [3] - Proposals for regular meetings should be formed after consulting all directors [4] - Temporary meetings can be called under specific circumstances, such as shareholder requests or proposals from a third of the directors [3][4] Group 2: Meeting Notifications and Attendance - Notifications for regular and temporary meetings must be sent out 10 days and 3 working days in advance, respectively [6] - Meetings require the presence of more than half of the directors to be valid [7] - Directors are encouraged to attend in person but can delegate their voting rights under certain conditions [8][9] Group 3: Voting and Decision-Making - Decisions are made based on a majority vote of the directors present, with each director having one vote [13][15] - Directors with conflicts of interest must abstain from voting on related matters [19] - If a proposal is not approved, it cannot be reconsidered within one month unless significant changes occur [15][22] Group 4: Documentation and Record-Keeping - Meeting records must include details such as date, attendees, agenda, and voting results [16][17] - The board secretary is responsible for maintaining all meeting documentation for a period of 10 years [28]