Core Points - The document outlines the rules governing the board of directors of Leshan Juxing Agricultural and Animal Husbandry Co., Ltd, aiming to clarify responsibilities, decision-making processes, and enhance operational efficiency [3][4][33] - The board consists of 9 directors, including 3 independent directors, and has the authority to establish specialized committees such as strategy, audit, nomination, and remuneration committees [3][4][12] - The board is responsible for convening shareholder meetings, executing shareholder resolutions, and making key decisions regarding the company's operational plans, investment proposals, and financial management [3][4][5] Chapter Summaries Chapter 1: General Principles - The rules are established to ensure the board operates effectively and in compliance with relevant laws and regulations [3][4] Chapter 2: Composition and Powers of the Board - The board is accountable to the shareholders and is composed of 9 directors, with specific committees established for strategic, audit, nomination, and remuneration purposes [3][4][12] - The board has the authority to make significant decisions regarding company operations, including financial management and major transactions [3][4][5] Chapter 3: Chairman of the Board - The chairman is responsible for presiding over meetings and ensuring the execution of board resolutions [6][7] Chapter 4: Board Organization - The board has a secretary responsible for managing meetings, documentation, and information disclosure [8][9] - Specialized committees are established to handle specific tasks and report back to the board [12][13] Chapter 5: Board Proposals - Directors and the general manager can propose items for board meetings, which must meet specific criteria [18][19] Chapter 6: Board Meeting Convening - The board must hold at least two meetings annually, with provisions for special meetings upon request from shareholders or directors [20][21] Chapter 7: Meeting Notifications - Notifications for meetings must be sent in advance, detailing the agenda and requirements for attendance [41][42] Chapter 8: Meeting Procedures and Voting - Meetings require a quorum of directors to proceed, and voting procedures are outlined to ensure transparency and accountability [46][47] Chapter 9: Meeting Records - Detailed records of meetings must be maintained, including attendance, discussions, and voting outcomes [63][64] Chapter 10: Execution of Resolutions - The chairman is tasked with ensuring that board resolutions are implemented and reported back to the board [69][70] Chapter 11: Supplementary Provisions - The rules are subject to amendments and must align with national laws and regulations [73][74]
巨星农牧: 乐山巨星农牧股份有限公司董事会议事规则(2025年8月修订)