安正时尚: 安正时尚集团股份有限公司董事会议事规则

Core Viewpoint - The article outlines the rules and procedures governing the board of directors of Anzheng Fashion Group Co., Ltd, aiming to enhance the board's operational efficiency and decision-making capabilities [2][3]. Group 1: General Principles - The purpose of these rules is to clarify the responsibilities and powers of the board of directors, ensuring compliance with relevant laws and regulations [2]. - The board of directors is a permanent decision-making body responsible to the shareholders' meeting [3]. Group 2: Composition and Responsibilities of the Board - The board consists of six directors, including one chairman and potentially one vice-chairman, with at least one-third being independent directors [3]. - Directors are elected by the shareholders' meeting for a term of three years and can be re-elected [3]. Group 3: Board Meeting Procedures - The board must hold at least two regular meetings each year, with provisions for calling temporary meetings under specific circumstances [12][14]. - A written notice for regular meetings must be sent 10 days in advance, while temporary meetings require a 5-day notice [9]. Group 4: Decision-Making and Voting - Decisions are made through board meetings, requiring a majority of directors present to pass resolutions [20][28]. - Directors must express clear opinions on proposals, and voting is conducted by secret ballot [24][26]. Group 5: Record Keeping and Announcement of Resolutions - Meeting records must include details such as attendees, proposals discussed, and voting results, and must be signed by the directors [33][34]. - The board secretary is responsible for announcing resolutions in accordance with stock exchange regulations [35].