ZYSC(SH:600280) Zheng Quan Zhi Xing·2025-08-26 12:17Core Viewpoint - Nanjing Central Mall (Group) Co., Ltd. has announced the revision of its Articles of Association and related rules, including the cancellation of the supervisory board, with the audit committee of the board of directors assuming its responsibilities [1][2]. Summary by Sections Revision of Articles of Association - The company will no longer have a supervisory board, and the powers previously held by the supervisory board will be transferred to the audit committee of the board of directors [1]. - Relevant rules such as the "Rules of Procedure for the Supervisory Board" will be abolished, and amendments will be made to the Articles of Association and related rules [1]. Specific Amendments - The first article of the Articles of Association has been revised to include employees alongside shareholders and creditors in protecting their rights [2]. - The role of the legal representative has been expanded to include both the chairman and the president, with specific provisions for the appointment of a new legal representative within 30 days of resignation [2]. - New provisions have been added to clarify the legal consequences of actions taken by the legal representative on behalf of the company [2]. - The issuance of shares will continue to adhere to principles of openness, fairness, and justice, ensuring equal rights for all shares of the same category [2]. Shareholder Rights and Responsibilities - Shareholders are entitled to dividends and other forms of profit distribution based on their shareholdings [3]. - Shareholders have the right to supervise the company's operations and can request to convene or participate in shareholder meetings [3]. - Shareholders must comply with laws and the Articles of Association, and they are responsible for paying the capital they subscribed to [6]. Governance and Decision-Making - The company’s governance structure allows for the board of directors to make decisions on operational policies and investment plans, with specific provisions for the election and remuneration of directors [10]. - The company must hold shareholder meetings in accordance with legal requirements, ensuring that all shareholders have the opportunity to participate and vote [11][12]. Legal Compliance and Reporting - The company is required to disclose information in accordance with laws and regulations, particularly in cases of significant events affecting shareholder interests [4][5]. - The board of directors and management are responsible for ensuring compliance with the Articles of Association and for protecting the interests of the company and its shareholders [9].