Youhao Group(SH:600778) Xin Lang Cai Jing·2025-10-29 11:50Core Viewpoint - Xinjiang Youhao Group has revised its articles of association to enhance corporate governance, adapt to market demands, and improve operational efficiency and transparency [1][5]. Group 1: Corporate Governance Structure - The board of directors will consist of 9 members, including 1 employee representative, with 2 independent directors who must have accounting backgrounds [2]. - The board will establish four specialized committees: audit, strategy, nomination, and remuneration & assessment, with the audit committee taking over the responsibilities of the supervisory board [2]. - Shareholders holding 1% or more of shares can propose temporary motions, while those with 10% or more can call for temporary shareholder meetings [2]. Group 2: Business Expansion - The company has significantly expanded its business scope, now including over 20 licensed activities such as food sales, pharmaceutical retail, catering services, and transportation [3]. - New general projects include internet sales (excluding licensed goods), housing leasing, advertising design, and conference exhibition services, totaling over 40 new activities [3]. Group 3: Financial and Profit Distribution Policies - The statutory reserve fund will be set at 10% of after-tax profits, with no further contributions required once it exceeds 50% of registered capital [4]. - Cash dividends will be prioritized when profits are positive, with a minimum of 30% of the average distributable profit over the last three years allocated for cash dividends [4]. - The audit committee will be responsible for hiring accounting firms to ensure the accuracy and completeness of financial information [4]. Group 4: Shareholder Constraints - New restrictions prevent controlling shareholders from misusing company funds or engaging in unfair related-party transactions [5]. - Share pledges must maintain control stability, and any share transfers must adhere to lock-up commitments [5]. - If directors or executives are instructed to engage in harmful actions, they will be jointly liable with the relevant parties [5].