Core Points - The document outlines the rules for the board of directors of Hefei Huitong Holdings Co., Ltd, aiming to enhance the board's operational standards and decision-making processes [2][3] - The board consists of 9 directors, including 3 independent directors, and is responsible for various specialized committees [3][14] - Regular and temporary board meetings are defined, with specific procedures for calling and conducting these meetings [5][10] Group 1: General Provisions - The rules are established to ensure the board operates effectively and in compliance with relevant laws and regulations [2] - The board is accountable to the shareholders and must adhere to the company's articles of association [3] Group 2: Board Composition and Authority - The board comprises 9 members, including a chairman and independent directors who lead specialized committees [3][14] - Specialized committees include the audit committee, strategic committee, nomination committee, and compensation and assessment committee, with independent directors holding a majority in key committees [3][14] Group 3: Meeting Procedures - The board must hold at least two regular meetings annually, with provisions for temporary meetings under specific circumstances [5][10] - Meeting notifications must be sent out in advance, detailing the agenda and required materials [5][10] - A quorum for meetings requires the presence of more than half of the directors [13] Group 4: Voting and Decision-Making - Decisions require a majority vote from attending directors, with specific rules for abstentions and conflicts of interest [10][22] - Proposals that are not approved cannot be reconsidered within a month unless significant changes occur [11] Group 5: Record Keeping and Disclosure - The board secretary is responsible for maintaining detailed records of meetings, including attendance, discussions, and voting outcomes [27][30] - Meeting records must be signed by attendees, and any dissenting opinions should be documented [30]
汇通控股: 董事会议事规则（2025年8月））