Core Points - The company held its fourth extraordinary general meeting of shareholders on November 13, 2025, with no rejected proposals [2] - The meeting was conducted in compliance with the Company Law and the company's articles of association, with a combination of on-site and online voting [3] - All current directors and supervisors attended the meeting, ensuring a quorum [4] Meeting Details - The total share capital as of the meeting date was 425,702,911 shares, with 1,752,889 shares in the company's repurchase account not entitled to vote [2] - The meeting was chaired by Director Liu Min due to the absence of the Chairman and Vice Chairman [3] Resolutions Passed - The following proposals were approved: - Cancellation of the Supervisory Board and amendments to the Articles of Association [5] - Amendments to various governance rules, including: - Board Meeting Rules [6] - Shareholder Meeting Rules [6] - Independent Director Work System [6] - Related Party Transaction Management System [6] - External Guarantee Management System [6] - External Investment Management System [6] - Fundraising Management System [6] - Cumulative Voting Implementation Rules [6] - Management System for Preventing Controlling Shareholders and Related Parties from Fund Occupation [6] Legal Verification - The meeting was witnessed by lawyers from Shanghai Jintiancheng Law Firm, confirming that the meeting's procedures and voting results were legal and valid [7] Board Changes - Non-independent director Wenji Jin resigned from the board effective November 13, 2025, without affecting the board's operation [8] - Gao Jianlong was elected as the employee representative director during the first employee representative meeting on November 13, 2025, with a term until the end of the current board's term [9] Director Profile - Gao Jianlong has a master's degree and extensive experience in the semiconductor industry, having held various positions within the company [10] - He holds an indirect stake of 0.1085% in the company and meets all legal requirements to serve as a director [11]
上海南芯半导体科技股份有限公司2025年第四次临时股东会决议公告