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广东星徽精密制造股份有限公司:规范回购股份管理制度,完善公司运作机制

Core Viewpoint - Guangdong Xinghui Precision Manufacturing Co., Ltd. has released a "Share Buyback Management System" to regulate share repurchase activities and protect investor interests [1] Group 1: Buyback Conditions and Situations - The buyback is applicable for reducing registered capital, employee stock ownership or equity incentives, convertible bond share conversions, and maintaining company value and shareholder rights [2] - Specific conditions for buyback include stock price being below net asset value per share, a cumulative decline of 20% over 20 trading days, and being below 50% of the highest closing price in the past year [2] Group 2: Buyback Methods and Funding Sources - The company can repurchase shares through centralized bidding, tender offers, or other methods approved by the Securities Regulatory Commission [3] - Funding sources for buybacks include self-owned funds, funds raised from issuing preferred stocks and bonds, and surplus funds from common stock [3] Group 3: Buyback Scale and Pricing - The company must reasonably arrange the buyback quantity and funding scale, with clear upper and lower limits, and the upper limit cannot exceed double the lower limit [4] - If the buyback price exceeds 150% of the average trading price over the last 30 trading days prior to the board resolution, justification is required [4] Group 4: Implementation Procedures and Information Disclosure - Proposers with the right to propose can suggest buybacks, and the company must convene a board meeting to review and announce the proposal promptly [5] - The board must carefully evaluate the buyback matters, and any changes to the buyback plan after disclosure are not allowed without just cause [5] Group 5: Handling and Regulation of Repurchased Shares - Repurchased shares must be handled according to regulations, including cancellation or transfer, and can be sold through centralized bidding after a specified period [6] - The company and related parties must manage insider information properly, ensuring no leaks occur before the disclosure of buyback information [6]