General Principles - The rules are established to regulate the behavior of Guizhou Zhenhua Wind Power Semiconductor Co., Ltd. and ensure shareholders can exercise their rights according to laws and regulations [1] - The company must hold shareholder meetings in strict accordance with legal and regulatory requirements, ensuring timely organization by the board of directors [1][2] - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][3] Convening Shareholder Meetings - The board of directors is responsible for convening shareholder meetings within the specified time frame [3][6] - Independent directors and the audit committee have the right to propose temporary shareholder meetings, with the board required to respond within ten days [6][8] - Shareholders holding more than 10% of shares can request a temporary meeting, and if the board does not respond within ten days, they can approach the audit committee [5][9] Proposals and Notifications - Proposals must fall within the scope of shareholder meeting authority and comply with legal and regulatory requirements [7][13] - Shareholders holding at least 1% of shares can submit temporary proposals ten days before the meeting, which must be acknowledged by the conveners [7][14] - Notifications for annual meetings must be sent at least 20 days in advance, while temporary meetings require a 15-day notice [7][15] Conducting Shareholder Meetings - Meetings should be held at the company's registered address or another specified location, with provisions for online participation [9][20] - All shareholders or their proxies registered by the record date have the right to attend the meeting [10][23] - The meeting must be presided over by the chairman of the board, or in their absence, by the vice-chairman or a director elected by the majority [11][27] Voting Procedures - Voting must be conducted in accordance with the established rules, with provisions for cumulative voting in certain circumstances [12][33] - Each proposal must be voted on individually, and no modifications to proposals are allowed during the meeting [14][36] - The results of the voting must be announced immediately after the meeting, detailing the number of votes and the outcome of each proposal [15][41] Regulatory Measures - If the company fails to convene a meeting without valid reasons, the stock exchange may suspend trading of its shares [18][48] - Non-compliance with legal and regulatory requirements can lead to corrective actions mandated by the China Securities Regulatory Commission [18][49] - Directors failing to fulfill their responsibilities may face disciplinary actions, including market bans for severe violations [18][50]
振华风光: 贵州振华风光半导体股份有限公司股东会议事规则