海南海峡航运股份有限公司第八届董事会第十三次临时会议决议公告

Core Points - The company held its 13th temporary board meeting on September 2, 2025, where several resolutions were passed regarding amendments to its internal regulations and governance structure [1][2][3]. Group 1: Amendments to Company Regulations - The board approved the revision of the Articles of Association, which includes the adjustment of the supervisory board's powers to be exercised by the audit committee of the board [2][4]. - The board also approved the revision of the Shareholders' Meeting Rules, which involves the cancellation of the supervisory board and adjustments to the powers of the shareholders' meeting [4][5]. - The board passed a resolution to amend the Board Meeting Rules, optimizing the board's powers, meeting procedures, and independent director responsibilities [6][7]. - The board approved the revision of the Special Committee Meeting Rules, detailing the composition, responsibilities, and procedures of the special committees [7][8]. - The board agreed to amend the Profit Distribution Management Rules, which includes conditions for cash dividends and mechanisms for minority shareholder participation [10][11]. - The board approved the revision of the Major Information Internal Reporting Rules, updating terminology and reporting procedures [12]. - The board passed amendments to the Independent Director Work Rules, which cover independence standards and work mechanisms [13][14]. - The board approved the revision of the Secretary of the Board Work Rules, detailing qualifications and responsibilities [15]. - The board also amended the General Manager Work Rules, adjusting supervisory subjects and qualifications [16][17]. Group 2: Management Changes - The board approved the appointment of Wu Linze as the new Vice General Manager, following the retirement of Zhang Ting [18][26]. - Zhang Ting will continue to serve as the Vice Chairman and Director after her resignation from the Vice General Manager position [27][28]. Group 3: Upcoming Shareholder Meeting - The company has scheduled the 2025 Sixth Temporary Shareholders' Meeting for September 18, 2025, to review the resolutions passed by the board [19][30]. - The meeting will be held both in-person and via online voting, with specific times outlined for participation [31][32]. - The agenda for the meeting includes the resolutions regarding the amendments to the company's internal regulations and the appointment of the new Vice General Manager [35][36].