General Principles - The implementation rules aim to enhance the corporate governance structure of Anhui Xindong Lian Technology Co., Ltd. and ensure fair elections for directors, protecting the rights of all shareholders, especially minority shareholders [1][2] - Cumulative voting allows shareholders to allocate their voting rights across multiple candidates, with each share providing equal voting power to the number of directors to be elected [1][2] Nomination of Directors - The company will determine director candidates according to its articles of association, ensuring transparency and fairness in the election process [2][3] - Shareholders holding more than 10% of shares can propose non-independent director candidates, while those with over 1% can propose independent candidates [2][3] - Nominees must consent to their nomination and provide accurate personal information, including qualifications for independent directors [2][3] Voting Principles - Each shareholder's voting power is calculated based on their shareholding multiplied by the number of directors to be elected [3][4] - Shareholders can distribute their votes among candidates, but cannot exceed the total number of votes they hold [3][4] - Separate elections will be held for independent and non-independent directors to ensure compliance with the articles of association [4][5] Election of Directors - Candidates are ranked by the total votes received, with those receiving more than half of the total voting rights present at the meeting being elected [5][6] - In case of a tie among candidates, a re-election will be conducted under the same cumulative voting system [5][6] - If the number of elected directors is less than required, a subsequent meeting will be held to fill the vacancies [5][6] Miscellaneous - Any issues not covered by these rules will be governed by relevant laws and the company's articles of association [6] - The board of directors is responsible for interpreting and amending these rules [6] - The rules will take effect upon approval by the board of directors [6]
芯动联科: 《累积投票实施细则》