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润达医疗: 股东会议事规则 (2025年8月修订)

General Principles - The rules are established to standardize the behavior of listed companies, ensure the legal exercise of shareholder rights, and protect the legitimate rights and interests of all shareholders [1][2] - The company must strictly follow laws, regulations, and its articles of association when convening shareholder meetings [1][2] Types of Shareholder Meetings - The company holds an annual shareholder meeting once a year within six months after the end of the previous fiscal year, while temporary meetings are held as needed [2][3] - If a temporary meeting cannot be convened within the specified time, the company must report to the Shanghai Securities Regulatory Bureau and the Shanghai Stock Exchange [2] Legal Opinions and Compliance - The company must hire a lawyer to provide legal opinions on the legality of the meeting's procedures, the qualifications of attendees, and the validity of voting results [2][3] Convening Shareholder Meetings - The board of directors is responsible for convening shareholder meetings within the specified time frame [3][4] - Independent directors can propose temporary meetings, and the board must respond within ten days [3][4] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and be submitted in writing at least ten days before the meeting [6][7] - Notifications for annual meetings must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [6][7] Meeting Procedures - Shareholder meetings must be held at the company's registered address or a location specified in the meeting notice [8][9] - All shareholders or their proxies have the right to attend the meeting, and each share carries one vote [9][10] Voting and Resolutions - Resolutions can be ordinary or special, requiring a majority or two-thirds majority of the voting rights present, respectively [12][13] - Related shareholders must abstain from voting on matters that affect their interests [13][14] Record Keeping and Disclosure - Meeting records must be maintained for at least ten years and include details such as meeting time, location, and voting results [11][12] - Resolutions must be announced promptly, including details on attendance and voting results [44][45] Legal Compliance and Amendments - The rules must comply with national laws and regulations, and any inconsistencies will be resolved in favor of the law [19] - The board of directors is responsible for revising and interpreting these rules [19]