Sunwin(SZ:300044) Xin Lang Cai Jing·2025-08-28 15:40Core Viewpoint - Shenzhen Saiwei Intelligent Co., Ltd. has convened its sixth board meeting to approve amendments to its Articles of Association, which will require a special resolution at the upcoming extraordinary shareholders' meeting for effectiveness [1][2]. Summary by Sections Company Information and Legal Representative - The amendments include the addition of protecting employees' legal rights in the company's objectives and specify the listing date as January 20, 2010. The provisions regarding the legal representative have been refined, stating that the resignation of the chairman is considered a resignation from the legal representative role, and a new representative must be appointed within 30 days [2]. Share Capital and Shareholder Rights - The terminology in the share issuance principles has been adjusted from "types" to "categories," with a clear specification that each share has a par value of 1 yuan. The shareholding structure is detailed, with major shareholder Zhou Yong holding 18.766355 million shares, accounting for 31.277% [2]. Corporate Governance Structure - The term "shareholders' meeting" has been standardized, with revisions to the powers, conditions for convening, proposal rules, and voting methods. The board of directors' composition, powers, and decision-making processes have been clarified, including the authorization scope of the chairman. New sections on independent directors have been added, outlining their responsibilities and special powers [2]. Senior Management - The qualifications, responsibilities, and accountability of senior management have been explicitly defined, including provisions for handling unauthorized guarantees using company assets [2]. Financial and Profit Distribution - The amendments clarify the timeline and requirements for financial report disclosures and refine the decision-making process for profit distribution, emphasizing a cash dividend policy [2]. Mergers, Divisions, and Liquidation - Procedures for company mergers, divisions, capital reduction, and liquidation have been revised, including new provisions for reducing registered capital to cover losses [2]. Non-Substantive Amendments - Additional non-substantive amendments include adjustments to chapter and clause numbering, punctuation, and wording that do not affect the actual meaning of the clauses [3]. Overall Impact - The revisions aim to enhance the corporate governance structure, protect the rights of the company and its shareholders, and lay a solid foundation for the company's long-term development [3].