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天娱数科修订公司章程,多项条款调整强化合规与治理

Core Points - Tianyu Digital Technology (Dalian) Group Co., Ltd. has revised its articles of association to enhance corporate governance and compliance operations [1][2] - The revision includes provisions to protect employee rights and ensure the interests of shareholders, employees, and creditors [1] - Updates were made to company establishment and listing information, including the replacement of the unified social credit code [1] Governance Structure - The range of legal representatives has been expanded, allowing either the chairman or the general manager to serve [1] - New clauses clarify the legal consequences and responsibilities of the legal representative when engaging in civil activities on behalf of the company [1] - The provisions regarding shareholders' rights to access and copy company materials have been detailed, emphasizing compliance with relevant laws [2] Shareholder Rights and Obligations - Adjustments were made to the obligations of shareholders, highlighting the prohibition against capital withdrawal [1] - Previous clauses regarding controlling shareholders and actual controllers have been removed, replaced with targeted regulations requiring compliance with laws and regulations [1] Decision-Making Procedures - Significant changes were made to decision-making processes, including clearer regulations on the election and replacement of directors and profit distribution plans [2] - The decision-making process for external guarantees has been tightened, requiring counter-guarantees from related parties [2] - The audit committee has been granted powers similar to the supervisory board in convening and proposing shareholder meetings [2] Board and Independent Directors - The election process for directors has been adjusted according to the revised shareholder meeting provisions [2] - The roles, qualifications, and special powers of independent directors have been comprehensively detailed [2] - A dedicated meeting mechanism for independent directors has been established to enhance their supervisory and decision-making roles [2] Other Provisions - Amendments have been made to clauses related to profit distribution, internal audits, and mergers and divisions to align with regulatory requirements and company development needs [2] - The revisions reflect Tianyu Digital Technology's ongoing efforts to improve corporate governance and ensure the interests of shareholders and stakeholders are protected [2]