华光新材: 华光新材董事会议事规则

Core Points - The article outlines the rules governing the board meetings of Hangzhou Huaguang Welding New Materials Co., Ltd, aiming to standardize the decision-making process and enhance the board's operational efficiency [2][15]. Summary by Sections General Principles - The rules are established to regulate the board's meeting procedures and decision-making processes, ensuring compliance with relevant laws and the company's articles of association [2]. - The board is accountable to the shareholders' meeting and must act within the authority granted by the articles of association and the shareholders [2]. Board Meeting Convening - Board meetings are categorized into regular and temporary meetings, with regular meetings held at least twice a year [3]. - Shareholders holding more than 1/10 of voting rights or a third of the directors can propose a temporary board meeting [3]. Meeting Notifications - Notifications for regular meetings must be sent at least 10 days in advance, while temporary meetings require a 3-day notice [5]. - The notification must include the meeting date, location, agenda, and other relevant details [5][6]. Meeting Procedures - A board meeting requires the presence of more than half of the directors to be valid [8]. - Directors must attend personally or delegate another director to attend on their behalf, with specific rules for delegation [9]. Voting and Resolutions - Proposals are discussed and voted on individually, with voting methods including show of hands or written ballots [12]. - A resolution requires approval from more than half of the directors present, with specific conditions for financial matters [12][16]. Record Keeping - The board secretary is responsible for maintaining records of meetings, including notifications, minutes, and voting results, for a period of ten years [14][21]. Miscellaneous - The rules will take effect upon approval by the shareholders' meeting and will be interpreted by the board [15][27].