NUPMG(SH:601999) Xin Lang Cai Jing·2025-09-14 10:31Core Points - The company has revised its Articles of Association for 2025, providing a solid institutional guarantee for stable development [1] - The company was listed on the Shanghai Stock Exchange in October 2010 with a registered capital of RMB 1.796 billion [1] - The core mission of the company is to inherit culture and disseminate ideas, with its main business focused on investment and operation in the media industry [1] Shareholder and Share Issuance Rules - The company adheres to principles of openness, fairness, and justice in share issuance, with a total of 1.796 billion shares issued, all of which are ordinary shares [2] - The founding shareholders include Hunan Publishing Investment Holding Group Co., Ltd. and Hunan Shengli Investment Co., Ltd., which subscribed to 1.14 billion shares and 60 million shares, respectively [2] - There are strict limitations on share repurchase, and shares issued prior to public offering cannot be transferred within one year of listing [2] Shareholder Meeting System - The company maintains a shareholder register based on certificates provided by the securities registration and settlement institution, with rights and obligations assigned according to shareholding categories [3] - The annual shareholder meeting is held once a year within six months after the end of the previous fiscal year, while temporary meetings must be convened within two months under specific circumstances [3] - Proposals for shareholder meetings must meet certain criteria, and notifications must include detailed information about the meeting [3] Board of Directors Responsibilities - The board consists of 11 directors, including 4 independent directors and 1 employee representative, and is accountable to the shareholder meeting [4] - The board has various powers, including convening shareholder meetings and executing resolutions, with the chairman overseeing these meetings [4] - Independent directors are required to maintain their independence and provide independent opinions on significant matters [4] Financial and Audit Regulations - The company has established a financial accounting system in accordance with legal requirements, ensuring timely submission and disclosure of annual and interim reports [5] - When distributing annual after-tax profits, the company must allocate a statutory reserve and may also allocate discretionary reserves upon shareholder meeting approval [5] - An internal audit system is in place to supervise business activities, with the internal audit department reporting to the board [5] Merger and Division Procedures - The company can merge through absorption or new establishment, and asset division must follow prescribed procedures [6] - In the event of dissolution, a liquidation group composed of directors will manage the liquidation process, including asset clearing and creditor notifications [6] - The revised Articles of Association further clarify the company's rules and systems, enhancing governance and protecting shareholder rights [6]