上海徐家汇商城股份有限公司2025年8月修订章程要点披露

Core Points - The company revised its articles of association in August 2025, covering various aspects such as organizational structure, management, shareholding system, and financial auditing, providing clear institutional guidance for future development [1][7] Basic Information and Business Objectives - The company was approved by the Shanghai Municipal Government and listed on the Shenzhen Stock Exchange on March 3, 2011, with a registered capital of 415.763 million yuan [2] - The strategic goal is "mainly one industry, comprehensive development," with business scope including department store sales and economic information consulting, and expansion into catering and cultural entertainment [2] - The total number of shares is 415.763 million, with a par value of 1 yuan per share, and shares are centrally deposited with China Securities Depository and Clearing Corporation Limited [2] Shareholding Regulations - The company generally does not provide financial assistance for others to acquire shares, but can do so for its own benefit with specific resolutions, not exceeding 10% of the total issued capital [2] - The company can increase or reduce registered capital through various means, with specific regulations for share repurchase and transfer [2] Party Committee Responsibilities and Operations - The company’s party committee serves as the political core, participating in major decision-making processes and requiring a majority attendance for significant issues [3] - Shareholders have rights and obligations established by the securities registration institution, including dividend distribution and participation in shareholder meetings [3] Board of Directors and Senior Management - The board consists of nine directors and is responsible for convening shareholder meetings and formulating company plans, with at least two regular meetings held annually [4] - Independent directors must account for at least one-third of the board, ensuring independence and fulfilling supervisory roles [4] Financial Accounting and Auditing - The company establishes a financial accounting system in accordance with laws and regulations, with profit distribution policies balancing investor returns and company development [5] - Internal auditing is conducted to oversee business activities, reporting to the board and guided by the audit committee [5] Mergers, Divisions, and Other Matters - The company has clear procedures for mergers, divisions, capital increases, reductions, dissolution, and liquidation, including creditor notifications [6] Conclusion - The recent revision of the articles of association reflects the company's ongoing improvement in governance, aiding in sustainable development on a compliant basis [7]