长青股份: 董事会议事规则

General Provisions - The company establishes a board of directors as its decision-making body, responsible to the shareholders' meeting and executing its resolutions [1][2] - The board must comply with relevant laws and regulations, ensuring diligent and responsible conduct by all directors [1][2] Board Meeting Proposals and Notifications - The board must hold at least two meetings annually, with the chairman responsible for convening and notifying directors ten days in advance [2] - Proposals for temporary meetings can be made by shareholders holding more than 10% of voting rights or one-third of directors [2][5] Board Meeting Convening, Hosting, and Conducting - The chairman convenes and hosts board meetings; if unavailable, the vice-chairman or a majority of directors can do so [6][9] - A quorum requires the presence of more than half of the directors [9] Voting and Resolutions - Each proposal is discussed and voted on, with resolutions requiring a majority of votes from present directors [17][19] - Directors must abstain from voting on matters where they have a conflict of interest [20][21] Meeting Records and Archive Management - The board secretary is responsible for recording meeting minutes, which must include details such as date, attendees, agenda, and voting results [26][27] - Meeting records must be retained for at least ten years [30] Execution of Board Resolutions - The chairman must ensure the execution of board resolutions and report any discrepancies or risks to the board [31][32] Board Expenses - The company provides necessary funding for the board's operations, including director allowances and meeting expenses [32][33]