Founder Securities(SH:601901) Xin Lang Cai Jing·2025-11-26 16:30Core Viewpoint - Fangzheng Securities will hold a temporary shareholders' meeting on December 12, 2025, to discuss seven key proposals focused on governance optimization and shareholder returns [1] Governance Structure Adjustments - The company plans to abolish the supervisory board, transferring its powers to the audit committee of the board of directors, and expand the board from 9 to 12 members, including one employee representative [2] - Key amendments to the articles of association include renaming "shareholders' meeting" to "shareholders' assembly" and establishing an ESG (Environmental, Social, and Governance) function within the board's strategic development committee [2] Governance System Revisions - Five governance systems will be revised to enhance internal control and independence, including the independent director work system and the director remuneration and assessment management system [3] - New provisions will prevent controlling shareholders from misusing company funds through related transactions and require them to maintain the independence of the company's assets and operations [3] Personnel Changes - The meeting will also review the appointment of Zou Hao as a non-independent director and Xue Jun as an independent director, both nominated by the controlling shareholder [4] Shareholder Return Planning - The company aims to implement a shareholder return plan for 2025-2027, committing to distribute at least 45% of the average distributable profit in cash dividends over the three years, contingent on meeting profitability and regulatory requirements [5] Meeting Arrangements and Voting Methods - The temporary shareholders' meeting is scheduled for December 12, 2025, at 14:30 in Beijing, with provisions for online voting [6] - The governance structure adjustments are seen as a response to new company laws and regulatory requirements, aimed at improving decision-making efficiency and strengthening board functions [6]