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光峰科技: 股东会议事规则(2025年8月)

Core Points - The document outlines the rules and procedures for the shareholders' meeting of Shenzhen Guangfeng Technology Co., Ltd, ensuring compliance with relevant laws and regulations [1][4][5] Group 1: General Provisions - The rules aim to standardize the behavior of the company and ensure shareholders can exercise their rights legally [1] - The shareholders' meeting is the company's authority body, responsible for electing directors and approving significant transactions [1][4] - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [4][5] Group 2: Shareholders' Meeting Authority - The shareholders' meeting has the authority to approve the board's reports, profit distribution plans, and changes in registered capital [3][4] - It can authorize the board to issue stocks or bonds, subject to legal and regulatory compliance [2][4] - The meeting can also approve significant asset transactions exceeding 30% of the company's audited total assets [2][3] Group 3: Meeting Procedures - The board of directors is responsible for convening the shareholders' meeting and must do so within specified timeframes [6][7] - Shareholders holding more than 10% of shares can request a temporary meeting, which must be convened within two months of the request [6][8] - Legal opinions must be obtained regarding the legality of the meeting's procedures and outcomes [5][6] Group 4: Proposals and Notifications - Proposals for the shareholders' meeting must fall within its authority and be submitted in writing [10][11] - Notifications for the annual meeting must be sent at least 20 days in advance, while temporary meetings require 15 days' notice [18][19] - The notification must include details about the meeting's agenda, time, and voting procedures [19][20] Group 5: Voting and Resolutions - Voting can be conducted in person, online, or through other means, with each share representing one vote [28][29] - Resolutions require a simple majority for ordinary matters and a two-thirds majority for special resolutions [27][28] - The results of the voting must be announced immediately, and resolutions must be documented and disclosed promptly [22][23] Group 6: Record Keeping and Execution - Meeting records must include details of attendees, proposals discussed, and voting results [30][31] - The board is responsible for implementing the resolutions passed during the shareholders' meeting [31][32] - Any resolutions that violate laws or regulations are deemed invalid [31][32]