General Principles - The rules are established to ensure the smooth conduct of shareholder meetings, enhance efficiency, and protect shareholders' legal rights [1][2] - The company must strictly adhere to relevant laws, regulations, and its articles of association when convening shareholder meetings [1][2] Types of Shareholder Meetings - Shareholder meetings are categorized into annual and extraordinary meetings, with annual meetings held within six months after the end of the previous fiscal year [2] - Extraordinary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant losses [2][3] Convening Shareholder Meetings - The board of directors is responsible for convening meetings within the stipulated time frames and must report to regulatory bodies if unable to do so [3][4] - Independent directors and the audit committee have the right to propose extraordinary meetings, and the board must respond within ten days [3][4][5] Proposals and Notifications - Proposals for shareholder meetings must fall within the scope of the meeting's authority and comply with legal and regulatory requirements [6][7] - Notifications for annual meetings must be sent at least twenty days in advance, while extraordinary meetings require a fifteen-day notice [7][8] Conducting Shareholder Meetings - Meetings can be held at the company's registered address or another specified location, and must provide options for remote participation [9][10] - All shareholders or their proxies have the right to attend and vote, with specific identification requirements for both individual and corporate shareholders [10][11] Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions needing two-thirds approval [13][14] - Voting must be conducted in a transparent manner, with results announced immediately after the meeting [19][20] Record Keeping and Disclosure - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for ten years [21][22] - The company is obligated to disclose the resolutions passed at the meeting promptly, including details of any rejected proposals [20][22] Amendments and Effectiveness - The rules can be amended by the board and must be approved by the shareholders, taking effect immediately upon approval [23]
安达智能: 股东会议事规则(2025年8月)