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招商南油: 招商南油累积投票制实施细则(2025年修订)

Core Points - The implementation details of the cumulative voting system aim to enhance the corporate governance structure of China Merchants Nanjing Tanker Corporation Limited, ensuring shareholders can fully exercise their rights [1][2] - The cumulative voting system allows shareholders to concentrate their voting rights when electing two or more directors, ensuring a more democratic election process [1][2] Group 1 - The cumulative voting system is defined as allowing shareholders to concentrate their voting rights based on the product of the number of shares they hold and the number of directors to be elected [1] - Directors include both independent and non-independent directors, with employee representatives elected through democratic processes not subject to these rules [1] - When conducting a differential election for directors, the number of candidates must exceed the number of positions to be filled [1] Group 2 - Prior to voting, the chairman of the shareholders' meeting must inform shareholders about the cumulative voting method, and appropriate ballots must be prepared without "against" or "abstain" options [2] - Candidates for directors are divided into two separate voting groups: independent and non-independent directors, with each group voted on separately [2] - Shareholders' voting rights equal the total number of shares multiplied by the number of directors to be elected, allowing for concentrated or distributed voting [2] Group 3 - The election results are determined by the number of votes received, with a requirement that each elected director must receive more than half of the voting rights held by shareholders present at the meeting [2] - Any voting that exceeds the allowed number of votes or positions will be considered invalid [2] - The details not covered by these rules will follow national laws and regulations, as well as the company's articles of association [3]