海油工程: 海油工程董事会议事规则

Group 1 - The purpose of the rules is to standardize the decision-making process and operational procedures of the board of directors of the company, enhancing effective performance and scientific decision-making [2][3] - The board of directors has the authority to formulate company strategies, approve annual financial budgets, and decide on major income distribution plans [3][5] - The board is responsible for guiding and evaluating internal audit work, approving annual audit plans, and ensuring the implementation of risk management and internal control systems [5][6] Group 2 - The chairman of the board has specific responsibilities, including convening meetings, organizing strategic research, and overseeing the internal audit process [5][6] - The board has established specialized committees, such as the remuneration and audit committees, to assist in decision-making and ensure effective governance [6][7] - Regular board meetings are required to be held at least twice a year, with provisions for temporary meetings under specific circumstances [7][8] Group 3 - Proposals for board meetings must be clearly defined and submitted in writing, with a requirement for the chairman to convene a meeting within ten days upon receiving a proposal [8][9] - The board meeting requires a quorum of more than half of the directors to be present for decisions to be valid, and decisions are made based on majority votes [14][15] - Directors must avoid conflicts of interest and are required to abstain from voting on matters where they have a personal interest [16][17] Group 4 - The board must maintain detailed records of meetings, including attendance, agenda, and voting results, which are to be preserved for at least ten years [29][34] - The rules are subject to approval by the shareholders' meeting and can be modified as necessary [20]