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国信证券2025年第二次临时股东大会:多项重要议案待审议,涉及章程、人事等多方面调整

Core Points - The second extraordinary general meeting of Guosen Securities Co., Ltd. was held on September 15, 2025, focusing on several important proposals including amendments to the company’s articles of association, personnel elections, and institutional adjustments [1] Group 1: Amendments and Major Acquisition Plans - Guosen Securities plans to comprehensively amend its articles of association and rename its shareholder meeting rules to align with new legal regulations and operational needs [2] - The company intends to acquire a total of 96.08% of Wanhe Securities Co., Ltd. by issuing A-shares at a price of 8.25 yuan per share, resulting in the issuance of 629,313,683 shares and a change in registered capital to 10,241,743,060 yuan [2] Group 2: Supervisory Board and Independent Director Election - The company plans to abolish its supervisory board and related systems in accordance with the Company Law and the revised guidelines from the China Securities Regulatory Commission [3] - Zhang Shouwen has been nominated as an independent director candidate, bringing extensive professional experience, including his current role as a professor at Peking University [3] Group 3: Institutional Revisions to Enhance Governance - Multiple company systems were revised, including those related to related party transactions, auditor selection, independent director work rules, and internal auditing, aimed at improving operational management and risk control [4] - The revisions are designed to comply with new legal requirements and enhance the company's governance structure, thereby increasing core competitiveness and sustainable development capabilities [4]