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中微半导体(深圳)股份有限公司 2025年第二次临时股东会决议公告

Meeting Overview - The shareholders' meeting was held on September 10, 2025, at the Qianhai Financial Center in Shenzhen [2] - The meeting was convened by the board of directors and chaired by Chairman Yang Yong, utilizing both on-site and online voting methods [2][3] Attendance - All 5 current directors attended the meeting, along with the board secretary and other senior executives [3] Resolutions Passed - The following key resolutions were approved: - Company Articles of Association [4] - Rules of Procedure for Shareholders' Meetings [4] - Rules of Procedure for Board Meetings [4] - Related Party Transaction Management Measures [5] - External Guarantee Management System [5] - Independent Director Work System [5] - External Investment Management System [5] - Draft of Company Articles of Association [5] - Draft of Rules of Procedure for Shareholders' Meetings [5] - Draft of Rules of Procedure for Board Meetings [5] - Related Party Transaction Management Measures applicable after H-share issuance [6] - External Guarantee Management System applicable after H-share issuance [6] - Independent Non-Executive Director Work System applicable after H-share issuance [6] - External Investment Management System applicable after H-share issuance [6] - Election of Independent Non-Executive Directors [6] - Determination of Director Roles [6] - Insurance for Directors, Senior Management, and Prospectus Liability [6] Voting Results - Resolutions 1 and 3 were special resolutions requiring two-thirds majority, while the remaining resolutions were ordinary resolutions requiring a simple majority [7] - Separate counting was conducted for small investors on resolution 5 [7] Legal Verification - The meeting was witnessed by Beijing Yingke (Chengdu) Law Firm, with lawyers confirming the legality of the meeting's procedures and results [7]