Core Points - The document outlines the rules and regulations governing the board of directors of Anhui Xindong Lian Ke Micro System Co., Ltd, ensuring efficient and standardized operations in accordance with relevant laws and the company's articles of association [2][3][27] Summary by Sections General Principles - The board of directors is established as the decision-making body of the company, responsible for managing the company's assets and accountable to the shareholders [2][3] Directors - Directors must be natural persons and cannot hold office under certain conditions, including criminal convictions or bankruptcy responsibilities [3][4] - Candidates for directorship must disclose any administrative penalties or significant negative records within the last 36 months [4][5] Responsibilities and Obligations - Directors have fiduciary duties to act in the best interests of the company, avoiding conflicts of interest and not misappropriating company assets [4][5][6] - Directors must exercise due diligence and care in their roles, ensuring compliance with laws and regulations [5][6] Board Authority - The board has the authority to convene shareholder meetings, execute resolutions, and make decisions on significant company matters, including financial planning and investments [9][10] - The board must approve significant transactions that meet specific thresholds, such as those involving 10% of total assets or market value [10][11] Meeting Procedures - Regular board meetings must be held at least twice a year, with proper notice given to all directors [14][15] - Decisions are made based on majority votes, and specific procedures are in place for handling conflicts of interest during voting [20][21] Documentation and Record-Keeping - Detailed records of meetings must be maintained, including attendance, agenda, and resolutions passed [25][26] - The board is responsible for ensuring that decisions are implemented and may conduct checks on the execution of resolutions [26][27]
芯动联科: 《募集资金管理制度》