山东南山铝业股份有限公司 2025年第一次临时股东大会决议公告

Core Viewpoint - The company held its first extraordinary general meeting of shareholders in 2025, where several important resolutions were passed, including the cancellation of the supervisory board and amendments to the company's articles of association [2][4][10]. Group 1: Meeting Details - The extraordinary general meeting was held on September 15, 2025, at the Nanshan International Conference Center in Longkou, Shandong Province [2]. - The meeting was attended by 8 out of 9 current directors, all 5 supervisors, and the company secretary, while some executives were absent due to work commitments [3]. Group 2: Resolutions Passed - The following resolutions were approved during the meeting: - Cancellation of the supervisory board and amendments to certain provisions of the articles of association [4]. - Approval of the company's meeting rules for shareholders [4]. - Approval of the company's meeting rules for the board of directors [5]. - Approval of the management system for related party transactions [5]. - Approval of the management system for external guarantees [5]. - Approval of the information disclosure management measures [5]. - Approval of the implementation rules for cumulative voting [5]. - Approval of the management measures for the use of raised funds [5]. - Approval of the independent director work system [5]. Group 3: Voting and Legal Compliance - The resolutions related to the cancellation of the supervisory board and the meeting rules for shareholders were special resolutions, requiring more than two-thirds of the voting rights held by attending shareholders to pass [6]. - Other resolutions were ordinary resolutions, requiring more than half of the voting rights held by attending shareholders to pass [6]. - The meeting was witnessed by Beijing Haotian Law Firm, confirming that the procedures and voting results complied with relevant laws and regulations [7]. Group 4: Board Changes - Director Yan Jin'an submitted a resignation letter due to work adjustments, and his resignation will not affect the board's functioning [10]. - The company decided to maintain 9 board members, including 8 directors and 1 employee director, with Yan Jin'an being elected as the employee director [11]. - Yan Jin'an meets all qualifications required by the Company Law and relevant regulations to serve as an employee director [11]. Group 5: Candidate Profile - Yan Jin'an, born in 1971, holds a bachelor's degree and is a senior engineer with extensive experience in various managerial roles within the company [13].