YUANLI(SH:603217) Zheng Quan Zhi Xing·2025-08-27 16:41General Provisions - The rules are established to standardize the board meeting procedures and decision-making processes of Yuanli Chemical Group Co., Ltd. [1][2] - The rules are based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2]. Board Office - The board office is responsible for handling daily affairs of the board and is led by the board secretary [2]. Regular Meetings - The board must hold at least one regular meeting in each half of the year [3]. - Proposals for regular meetings should be formed after consulting all directors [4]. Temporary Meetings - Temporary meetings should be convened under specific circumstances, such as legal requirements or proposals from shareholders [3][4]. - Proposals for temporary meetings must be submitted in writing and include relevant materials [4]. Meeting Notification - Notifications for regular and temporary meetings must be sent out at least ten days and five days in advance, respectively [3][4]. - Changes to meeting details must be communicated at least three days prior to the meeting [4]. Meeting Procedures - A board meeting requires the presence of more than half of the directors to be valid [5]. - Directors are expected to attend meetings in person, and if unable, they must delegate another director with a written authorization [5][6]. Voting and Resolutions - Each proposal must be discussed thoroughly before voting, and resolutions require a majority of votes from the attending directors [19]. - Directors must abstain from voting on proposals where they have a conflict of interest [20]. Meeting Records - The board secretary is responsible for recording meeting minutes, which should include key details such as attendees, proposals discussed, and voting results [26][28]. - Meeting records must be signed by attending directors, and any dissenting opinions should be documented [28][12]. Decision Execution - The chairman is responsible for ensuring the implementation of board resolutions and reporting on their status in future meetings [30]. Document Preservation - Meeting documents, including notifications, minutes, and voting records, must be preserved for ten years [31]. Amendments - The rules serve as an attachment to the company's articles of association and will take effect upon approval by the shareholders' meeting [32].