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晓鸣股份: 股东会议事规则(2025年8月修订)

General Principles - The rules are established to standardize the behavior of listed companies and ensure shareholders can exercise their rights according to relevant laws and regulations [1][2] - The company must hold shareholder meetings in strict accordance with legal and regulatory requirements, ensuring the board of directors fulfills its responsibilities [1][2] Shareholder Meeting Convening - The board of directors is required to convene the annual shareholder meeting within six months after the end of the previous fiscal year [1][2] - Independent directors can propose the convening of a temporary shareholder meeting, and the board must respond within ten days [2][3] - Shareholders holding more than 10% of the company's shares can request a temporary meeting, and the board must respond within ten days [4][5] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and comply with legal and regulatory requirements [6][14] - Shareholders holding at least 1% of shares can submit temporary proposals ten days before the meeting [6][14] - Notifications for annual meetings must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [16][17] Meeting Procedures - The shareholder meeting must be held at the company's registered address or a location specified in the articles of association [21] - Shareholders can attend in person or appoint proxies to vote on their behalf [21][25] - The meeting must maintain order, and any disruptions should be reported to the relevant authorities [23] Voting and Resolutions - Each share carries one voting right, and shareholders must express their opinions on proposals as agree, disagree, or abstain [37] - Voting results must be announced immediately after the meeting, and resolutions should be disclosed promptly [40][41] - The company must implement resolutions regarding dividends or capital increases within two months after the meeting [45] Record Keeping and Compliance - Meeting records must include details such as time, location, attendees, and voting results, and should be preserved for at least ten years [42][43] - Any disputes regarding the legality of the meeting or resolutions can be brought to court within sixty days [47][48]