General Principles - The rules are established to clarify the responsibilities and powers of the shareholders' meeting of Nanjing Yinfly Storage Equipment (Group) Co., Ltd., to standardize its operations, improve efficiency, and protect shareholders' rights according to the Company Law and the company's articles of association [2][4]. Shareholders' Meeting Authority - The shareholders' meeting is the power institution of the company, exercising various powers including decisions on mergers, amendments to the articles of association, and approval of significant asset transactions exceeding 30% of the company's audited total assets [3][4]. - The shareholders' meeting cannot delegate its powers to the board of directors or other entities except for specific cases like bond issuance [3][4]. Authorization of the Shareholders' Meeting - Certain matters must be decided by the shareholders' meeting and cannot be authorized to the board, ensuring shareholders retain decision-making power [4][5]. - The board of directors is granted limited authority for daily operations, including investments and asset transactions, under specific thresholds [5][6]. Procedures for Convening the Shareholders' Meeting - The board must convene the annual shareholders' meeting within six months after the end of the previous fiscal year and can call temporary meetings as needed [6][7]. - Independent directors and the audit committee have the right to propose temporary meetings, and the board must respond within ten days [6][7]. Proposals and Notifications - Proposals must fall within the authority of the shareholders' meeting and be submitted in writing [9][10]. - Notifications for meetings must include details such as time, location, agenda, and rights of shareholders to attend and vote [10][11]. Voting and Decision-Making - The shareholders' meeting adopts a named voting method, with ordinary resolutions requiring a simple majority and special resolutions needing two-thirds approval [16][39]. - Shareholders with conflicts of interest must abstain from voting on related matters [17][41]. Meeting Records and Announcements - Meeting records must be maintained, detailing the proceedings, attendance, and voting results, and must be preserved for ten years [20][22]. - Resolutions must be announced promptly, including details of attendance and voting outcomes [47][48].
音飞储存: 音飞储存股东会议事规则(2025年8月修订)