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天创时尚: 天创时尚股份有限公司累积投票制实施细则(2025年8月修订)

Core Points - The article outlines the implementation details of the cumulative voting system for Tianchuang Fashion Co., Ltd, aimed at enhancing corporate governance and ensuring shareholders can fully exercise their rights [1][2] - The cumulative voting system allows shareholders to allocate their voting rights in a flexible manner when electing multiple directors, either concentrating votes on one candidate or distributing them among several [1][2] Section Summaries General Provisions - The cumulative voting system is defined as a method where shareholders have voting rights equal to the number of directors to be elected multiplied by their shareholding [1] - The rules are established in accordance with various laws and regulations, including the Company Law and the Securities Law of the People's Republic of China [1] Nomination of Director Candidates - The board of directors, audit committee, or shareholders holding more than 1% of the voting shares can nominate candidates for directors [6] - Nominations must be accompanied by the nominee's consent and detailed personal information [3][6] Voting for Director Candidates - The voting process under the cumulative voting system requires clear communication to shareholders about the voting method and the preparation of suitable ballots [12] - Separate voting is conducted for independent and non-independent directors, with specific calculations for the number of votes each shareholder can cast [4] Election of Directors - The election results are determined based on the number of votes received, with a requirement that the total votes for elected directors exceed half of the voting rights held by attending shareholders [16] - In case of ties in votes, a re-election process is initiated to ensure the correct number of directors is elected [18][19] Additional Provisions - The document specifies that any inconsistencies with national laws will defer to those laws, and the board of directors is responsible for the formulation and interpretation of these rules [24][25][8]