CMSK(SZ:001979) Xin Lang Cai Jing·2025-09-12 14:31Core Viewpoint - The recent amendments to the Articles of Association of China Merchants Shekou Industrial Zone Holdings Co., Ltd. aim to enhance corporate governance and comply with updated legal requirements, thereby promoting the company's sustainable development [1][8]. Group 1: General and Basic Information Amendments - The amendments clarify the protection of the legal rights of the company, shareholders, employees, and creditors, and update the business license information to the unified social credit code "914400001000114606" [2]. - Provisions regarding the legal representative have been refined, stating that the resignation of the chairman is considered a simultaneous resignation as the legal representative, and a new legal representative must be appointed within thirty days [2]. Group 2: Business Objectives and Share Issuance Adjustments - The company's objectives focus on development business, asset operation, and property services, providing comprehensive solutions for urban development and customer living [3]. - The term "same kind" has been changed to "same category" in share issuance, clarifying the issuance of shares with face value, and new provisions have been added for issuing shares to unspecified objects and procedures for share repurchase [3]. Group 3: Shareholder and Shareholder Meeting Regulations Changes - Shareholders now have the right to access and copy meeting records of the shareholder meetings, and shareholders holding more than 3% of shares for over 180 days can access the company's accounting books [4]. - Adjustments have been made to the deliberation standards and procedures for certain matters, including related party transactions and financial assistance [4]. Group 4: Strengthening Party Committee Responsibilities - The responsibilities of the company's Party Committee have been further clarified, emphasizing its leadership role in discussing and deciding on major company matters and ensuring the implementation of the Party's decisions [5]. Group 5: Board of Directors and Senior Management Provisions Revision - The qualifications for directors have been specified, and new provisions for independent directors have been added, detailing their responsibilities and meeting mechanisms [6]. - The scope of senior management personnel has been defined, with detailed regulations on their duties of loyalty and diligence [6]. Group 6: Financial, Accounting, and Profit Distribution Improvements - The financial accounting system now includes clear requirements for the submission and disclosure of financial reports [7]. - The profit distribution policy has been detailed, outlining principles, forms, conditions, ratios, and decision-making procedures, with an emphasis on protecting shareholder rights and the overall interests of the company [7]. Group 7: Updates on Company Mergers, Divisions, and Other Matters - The regulations regarding company mergers, divisions, capital increases, reductions, dissolution, and liquidation have been improved, allowing for certain mergers without shareholder resolutions under specific conditions [8]. - The procedures and responsibilities related to capital reduction have been clarified [8].