亿晶光电: 亿晶光电科技股份有限公司关于修订《公司章程》、修订及制定公司内部治理制度的公告

Core Viewpoint - Yijing Optoelectronics Technology Co., Ltd. has revised its Articles of Association and internal governance systems to align with the Company Law of the People's Republic of China and other relevant regulations, including the Shanghai Stock Exchange Listing Rules [1]. Summary by Sections Revision of Articles of Association - The company will no longer establish a supervisory board, and the powers of the supervisory board will be transferred to the audit committee of the board of directors [1]. - The term "shareholders' meeting" will be uniformly changed to "shareholders' assembly" throughout the Articles of Association [1]. - Specific revisions include changes to the responsibilities and definitions of the legal representative and the rights and obligations of shareholders [3][4]. Governance Structure Changes - The legal representative of the company will be elected by the shareholders' assembly and will be the chairman of the board [3]. - The company will ensure that the legal representative's civil activities conducted on behalf of the company will have legal consequences for the company [3]. - The company will establish a Communist Party organization in accordance with the Party's regulations and provide necessary conditions for its activities [5]. Shareholder Rights and Responsibilities - Shareholders will have the right to sue other shareholders, directors, and senior management, and the company can also sue shareholders and directors [5]. - Shareholders holding more than 5% of voting shares must report any pledging of their shares to the company [12]. - The company will not accept its own shares as collateral [4][12]. Financial and Capital Management - The issuance of shares will adhere to principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [4][5]. - The company can provide financial assistance for others to acquire its shares, but the total amount of such assistance cannot exceed 10% of the total issued capital [4][5]. - The company can increase capital through various methods, including public offerings and private placements, as decided by the shareholders' assembly [4][5]. Legal Compliance and Accountability - The company and its controlling shareholders must comply with laws and regulations, ensuring that they do not harm the interests of the company or other shareholders [12][15]. - Shareholders have the right to request the court to declare invalid any resolutions made by the shareholders' assembly or board of directors that violate laws or regulations [9][10]. - The company must fulfill its information disclosure obligations in accordance with legal requirements and cooperate with court decisions [10].