Core Points - The company has decided to abolish the supervisory board and amend its articles of association and related governance systems [1][2] - The supervisory board's functions will be transferred to the audit committee of the board of directors [1][2] - The amendments to the articles of association will align with the current legal framework and the company's operational needs [2][17] Summary of Key Changes - Abolishment of Supervisory Board: The company will no longer have a supervisory board, and its powers will be assumed by the audit committee [1][2] - Amendments to Articles of Association: The articles will be revised to reflect the removal of the supervisory board, with relevant terms replaced by those pertaining to the audit committee [2][3] - Specific Article Changes: - Article 35 will now allow shareholders to request the audit committee to initiate legal proceedings if directors violate laws or regulations [3][4] - Article 41 will require shareholder approval for external guarantees exceeding certain thresholds, with specific conditions outlined for different scenarios [4][5] - Article 77 will detail matters requiring special resolutions by the shareholders [5][6] Governance System Updates - The company has developed, revised, and abolished several governance-related systems to enhance its governance structure [17][18] - The following systems are subject to review by the upcoming shareholder meeting: - Rules for shareholder meetings - Rules for board meetings - Guidelines for independent directors - Management of external guarantees - Management of related party transactions [17][18]
瑞松科技: 关于取消监事会并修订《公司章程》及部分公司治理相关制度的公告