Luxi Chemical(SZ:000830) Xin Lang Cai Jing·2025-09-29 05:40Core Viewpoint - The company, Lu Xi Chemical Group Co., Ltd., aims to enhance its corporate governance structure and establish a modern state-owned enterprise system with the release of its company charter in September 2025 [1] Company Basic Information and Governance Structure - Lu Xi Chemical was publicly established in 1998 with government approval and listed on the Shenzhen Stock Exchange the same year, having a registered capital of 1.904 billion yuan [2] - The company designates either the chairman or the general manager as the legal representative, outlining their responsibilities and procedures for changes [2] - The shareholders' meeting serves as the power institution, with a board of directors consisting of nine members, including one employee representative director, and several specialized committees to ensure scientific and standardized decision-making [2] Share Issuance Regulations - The company adheres to principles of openness, fairness, and justice in its share issuance, with all shares being ordinary shares, totaling 1,904,319,011 shares issued [3] - Strict rules are established for share repurchase, including six specific scenarios and corresponding decision-making procedures, as well as limitations on the timing and proportion of share transfers for specific shareholders [3] Shareholders and Shareholders' Meeting - Shareholders have rights to dividends and participation in voting at shareholders' meetings, while also bearing obligations such as compliance with the charter and payment of share capital [4] - The shareholders' meeting is categorized into annual and extraordinary meetings, holding decision-making authority over significant matters like operational policies, investment plans, and profit distribution, with detailed procedures for convening, proposing, notifying, and voting [4] Board of Directors - Directors are elected or replaced by the shareholders' meeting for a term of three years, with the possibility of re-election [5] - Directors must adhere to duties of loyalty and diligence, and if they cause losses to the company through violations, they are liable for compensation [5] - The board of directors is responsible for executing shareholders' resolutions and formulating business plans and financial proposals, with clear delineation of decision-making authority for major and related transactions [5] Senior Management - Senior management personnel, including the general manager and vice presidents, are appointed or dismissed by the board of directors [6] - Senior management must comply with similar employment restrictions and duties of loyalty and diligence, being responsible for the company's production and operational management [6] Financial and Profit Distribution - The company establishes a financial accounting system in strict accordance with laws and regulations, specifying the disclosure timelines for annual, interim, and quarterly reports [7] - In terms of profit distribution, the company emphasizes reasonable returns to investors while considering sustainable development, utilizing cash, stock, or a combination for distributions, with detailed regulations on conditions, proportions, and decision-making procedures for cash dividends [7] - The newly released company charter comprehensively covers all key aspects of the company's operations, laying a solid foundation for long-term stable development [7]