General Principles - The rules are established to regulate the behavior of Zhongyuan Home Co., Ltd. and ensure that the shareholders' meeting exercises its powers in accordance with the law and relevant regulations [2][3] - The company must strictly follow legal and regulatory requirements when convening shareholders' meetings to ensure shareholders can exercise their rights [2][3] Shareholders' Meeting Convening - The board of directors is responsible for convening the shareholders' meeting within the specified timeframe [4][5] - Independent directors can propose to convene a temporary shareholders' meeting, and the board must respond within 10 days [4][5] - Shareholders holding more than 10% of the company's shares can request a temporary shareholders' meeting, and the board must respond within 10 days [6][7] Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and comply with legal and regulatory requirements [14] - Shareholders holding at least 1% of the shares can submit temporary proposals 10 days before the meeting [14][15] - Notifications for annual meetings must be sent 20 days in advance, while notifications for temporary meetings must be sent 15 days in advance [16] Meeting Procedures - The shareholders' meeting can be held at the company's registered address or another designated location, and electronic communication methods can also be used [20][21] - Shareholders can attend in person or appoint proxies to vote on their behalf [20][21] - The meeting must be presided over by the chairman or a designated director if the chairman is unable to perform their duties [28] Voting and Resolutions - Resolutions can be classified as ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring a two-thirds majority [18][19] - The voting process must be transparent, and results must be announced immediately after the meeting [42][43] - Related shareholders must abstain from voting on matters that involve their interests [14][15] Record Keeping and Disclosure - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for at least 10 years [19][48] - The company must disclose the resolutions passed at the shareholders' meeting, including details on voting results and legal opinions [20][21] Compliance and Amendments - The rules serve as an attachment to the company's articles of association and must be followed unless otherwise stated [54][55] - The board of directors is responsible for revising and interpreting these rules [57][58]
中源家居: 中源家居股份有限公司股东会议事规则(2025年8月修订)