修订公司章程

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深圳云天励飞技术股份有限公司第二届董事会第十六次会议决议公告
Shang Hai Zheng Quan Bao· 2025-07-11 18:00
Group 1 - The company held its 16th meeting of the second board of directors on July 11, 2025, with all seven directors present, and the meeting was conducted in accordance with legal and regulatory requirements [2][4] - The board approved the proposal to abolish the supervisory board, transferring its powers to the audit committee of the board, and revised the company’s articles of association accordingly [3][5] - The board proposed to authorize the management to handle the necessary business registration related to the amendments to the articles of association [3][5] Group 2 - The board approved the proposal for the company to issue H-shares and list them on the Hong Kong Stock Exchange to enhance competitiveness and utilize international capital markets [8][11] - The specific plan for the H-share issuance includes listing on the main board of the Hong Kong Stock Exchange, with shares having a par value of RMB 1.00 [13][15] - The issuance will be conducted through public offerings in Hong Kong and international placements, with a maximum of 15% of the total share capital available for issuance [19][22] Group 3 - The board agreed on the use of proceeds from the H-share issuance for research and development of AI-related technologies, expanding product applications, and general corporate purposes [34][36] - The board proposed that the resolutions related to the H-share issuance will remain valid for 24 months from the date of approval by the shareholders' meeting [38][56] - The board approved the establishment of a confidentiality and archival management system related to the overseas issuance of securities [68][69] Group 4 - The company appointed Tianzhi Hong Kong Certified Public Accountants as the auditing firm for the H-share issuance and subsequent annual audits [70][73] - The board proposed to authorize the management to negotiate the audit fees with the appointed auditing firm [71]
未来电器: 第四届董事会第十五次会议决议公告
Zheng Quan Zhi Xing· 2025-07-10 10:12
苏州未来电器股份有限公司(以下简称"公司")第四届董事会第十五次 会议于2025年7月10日在公司办公楼五楼会议室以现场结合通讯的会议形式召开。 本次会议通知于2025年7月7日以专人送达、邮件等方式送达全体董事,会议由 董事长莫文艺女士召集并主持,公司监事、高级管理人员列席会议。本次会议 应出席董事9人,实际出席董事9人,会议的召集、召开及表决程序符合《中华 人民共和国公司法》《苏州未来电器股份有限公司章程》《苏州未来电器股份 有限公司董事会议事规则》等有关规定。 与会董事经过表决,审议并通过了以下议案: (一)审议通过《关于变更公司经营范围及修订 <公司章程> 》的议案 表决结果:同意 9 票,反对 0 票,弃权 0 票。 回避表决情况:本议案不涉及关联交易事项,无需回避表决。 本议案尚需提交股东大会审议。 证券代码:301386 证券简称:未来电器 公告编号:2025-038 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有 虚假记载、误导性陈述或重大遗漏。 表决结果:同意 9 票,反对 0 票,弃权 0 票。 回避表决情况:本议案不涉及关联交易事项,无需回避表决。 具体内容详见公司在深圳 ...
锴威特: 苏州锴威特半导体股份有限公司2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-07-01 16:30
Core Viewpoint - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss key proposals including the election of the third board of directors and the cancellation of the supervisory board [1][2][6]. Group 1: Meeting Details - The meeting is scheduled for July 7, 2025, at 14:00, located at the company's conference room in Zhangjiagang [5]. - Voting will be conducted through a combination of on-site and online methods, with specific time slots for each [5][3]. - The meeting will be presided over by the chairman, Ding Guohua, and will include a report on the number of shareholders present and their voting rights [5][4]. Group 2: Proposals - Proposal 1 involves the cancellation of the supervisory board and amendments to the company's articles of association, allowing the audit committee to assume the supervisory functions [6][7]. - Proposal 2 focuses on revising and establishing certain governance systems to enhance the company's internal governance mechanisms [8]. - Proposal 3 is for the election of the third board of directors, with five candidates nominated for non-independent director positions [9][10]. - Proposal 4 is for the election of three independent directors, with candidates having undergone qualification reviews [17][18]. Group 3: Candidate Profiles - Ding Guohua, the chairman, holds 15.20% of the company's shares and has extensive experience in the semiconductor industry [10]. - Luo Yin, the general manager, holds 12.82% of the shares and has received multiple awards for entrepreneurship [11]. - Chen Kai, a director, holds 5.43% of the shares and has a background in finance and management [12][13]. - Peng Zhankai, a director, has a background in finance but does not hold any shares in the company [14]. - Yan Hong, a director, is related to Ding Guohua and has a background in human resources [15][16]. - The independent director candidates include Qin Shu, Zhang Hongfa, and Zhu Guangzhong, all of whom meet the necessary qualifications and have no conflicts of interest [17][19][20].
超卓航科: 超卓航科第三届监事会第二十七次会议决议公告
Zheng Quan Zhi Xing· 2025-06-30 16:46
Meeting Overview - The third meeting of the Supervisory Board of Hubei Chaozhuo Aviation Technology Co., Ltd. was convened on June 24, 2025, and was legally valid according to relevant laws and regulations [1][2]. Resolutions Passed - The Supervisory Board approved the proposal regarding the second vesting period of the reserved first grant of the 2022 Restricted Stock Incentive Plan, allowing for the vesting of 10,469 shares for two eligible incentive recipients [1][2]. - The proposal to renew the auditing firm for the year 2025 was also approved, pending submission to the shareholders' meeting for further review [2]. - The proposal to abolish the Supervisory Board and revise the company’s articles of association was approved, which also requires submission to the shareholders' meeting [2].
日联科技: 2025年第一次临时股东会会议材料
Zheng Quan Zhi Xing· 2025-06-25 16:59
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order during the meeting [1][2] - The meeting will include a combination of on-site and online voting, with each share having one vote [3][4] - The company plans to use part of its excess raised funds, totaling 639 million yuan, to permanently supplement its working capital, which accounts for 29.99% of the total excess funds of 2.13079 billion yuan [5][6] - The company has committed to using the raised funds only for its main business operations and will not exceed 30% of the total excess funds within a twelve-month period [6][7] Meeting Procedures - Shareholders must register 30 minutes before the meeting and present necessary identification to participate [1][2] - Shareholders have the right to speak, inquire, and vote during the meeting, but must register in advance to speak [2][3] - The meeting will follow a specific agenda, including the announcement of attendance, reading of meeting rules, and voting on proposals [4][5] Proposals - The first proposal involves using part of the excess raised funds for working capital, which has been approved by the board and supervisory board [5][6] - The second proposal includes changing the company's registered capital and amending the articles of association, which has also been approved by the board [6][7] - The company plans to distribute cash dividends and increase share capital based on the 2024 profit distribution plan [7]
盛剑科技: 盛剑科技关于减少注册资本并修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-06-24 16:41
Core Viewpoint - Shanghai Shengjian Technology Co., Ltd. has announced a reduction in registered capital and amendments to its Articles of Association following the approval of relevant proposals by its board of directors and supervisory board [1][2]. Summary by Sections Capital Reduction - The company will reduce its registered capital by 1,319,480 yuan, which includes the cancellation of 509,000 shares from the 2022 repurchase plan and 810,480 shares from the 2023 employee stock ownership plan [2][3]. - The total number of shares will decrease to 147,679,580 shares after the completion of the capital reduction [3][4]. Employee Stock Ownership Plan - The company plans to repurchase and cancel 75,000 shares from the 2023 employee stock ownership plan due to the departure of five holders and performance criteria not being met [1][2]. - The cancellation of shares from the employee stock ownership plan will result in a reduction of registered capital by 810,480 yuan [2][3]. Amendments to Articles of Association - The Articles of Association will be amended to reflect the new registered capital of 14,767,958 yuan, down from 14,899,906 yuan [3][4]. - The total number of shares in the Articles of Association will also be updated to 147,679,580 shares, down from 149,899,060 shares [4].
风神股份: 风神轮胎股份有限公司2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-23 16:21
Group 1 - The company is planning to hold a shareholders' meeting on June 27, 2025, to discuss several key proposals, including the cancellation of the supervisory board and the appointment of a special auditing institution for the issuance of stocks to specific targets in 2025 [1][2][7] - The company intends to appoint Rongcheng Accounting Firm as the special auditing institution for the 2025 stock issuance, which has a long history in providing securities services and has audited 518 listed companies in 2024 [2][3][4] - The proposed organizational restructuring includes the cancellation of the supervisory board, with the audit committee of the board taking over its responsibilities, aimed at improving corporate governance [7][8] Group 2 - The company will revise its articles of association to reflect the cancellation of the supervisory board and to enhance compliance with relevant laws and regulations [8][9] - The revisions to the articles of association include changes to the roles and responsibilities of the board and the legal representation of the company, ensuring alignment with the latest legal requirements [8][10] - The company emphasizes the importance of maintaining the rights and interests of shareholders and stakeholders through these governance changes [8][11]
斯瑞新材: 2025年第一次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-06-19 12:20
Core Viewpoint - The company is convening its first extraordinary general meeting of shareholders in 2025 to discuss several key proposals, including the election of a new board of directors and amendments to the company's governance structure [2][16][21]. Group 1: Meeting Details - The meeting is scheduled for June 27, 2025, at 14:00 in the company's conference room [8][9]. - Voting will be conducted through a combination of on-site and online methods, with specific time slots for online voting [7][8]. - Attendees must register 30 minutes prior to the meeting and present necessary identification documents [2][3]. Group 2: Proposals for Discussion - Proposal 1: The company plans to abolish the supervisory board and amend its articles of association to enhance governance efficiency [10][11]. - Proposal 2: The company seeks to revise several management systems, including the rules governing shareholder meetings and the remuneration management system for directors and senior management [12][13]. - Proposal 3: A new remuneration scheme for the fourth board of directors is proposed, linking compensation to company performance [14][15]. Group 3: Board Elections - Proposal 4: The election of the fourth board of directors will include three non-independent directors, with specific candidates nominated [16][17]. - Proposal 5: The election of three independent directors is also on the agenda, with candidates already vetted and approved by the Shanghai Stock Exchange [21][22]. Group 4: Candidate Qualifications - The nominated candidates for the board have been assessed for compliance with legal requirements and have no disqualifying factors [17][22][25][26][27]. - Each candidate's professional background and qualifications are detailed, ensuring they meet the necessary standards for board membership [18][19][20][24][25][26][27].
上声电子: 苏州上声电子股份有限公司第三届监事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-19 10:21
Meeting Details - The third meeting of the Supervisory Board of Suzhou Shansheng Electronics Co., Ltd. was held on June 19, 2025, with all three supervisors present, confirming compliance with relevant laws and regulations [1] Resolutions Passed - The Supervisory Board approved the "Report on the Use of Previous Fundraising" which reflects the company's fundraising usage as of December 31, 2024, in accordance with the regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange [1][2] - The resolution regarding the cancellation of the Supervisory Board and the transfer of its powers to the Audit Committee of the Board was also approved, along with the repeal of the "Rules of Procedure for the Supervisory Board" and amendments to the company's articles of association [2][3]
日联科技: 第四届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-06-13 12:00
证券代码:688531 证券简称:日联科技 公告编号:2025-035 日联科技集团股份有限公司 本公司监事会及全体监事保证本公告内容不存在任何虚假记载、误导性陈述 或者重大遗漏,并对其内容的真实性、准确性和完整性依法承担法律责任。 一、监事会会议召开情况 日联科技集团股份有限公司(以下简称"公司")第四届监事会第八次会议 (以下简称"会议")于 2025 年 6 月 13 日以现场结合线上会议的方式在会议室 召开。会议通知于 2025 年 6 月 8 日以邮件及微信通知等方式向全体监事发出, 各位监事已经知悉与所议事项相关的必要信息。本次会议应参加出席监事 3 名, 实际出席监事 3 名,会议由监事会主席沈兆春先生主持。本次会议的召集和召开 符合《中华人民共和国公司法》等相关法律、行政法规、规范性文件和《日联科 技集团股份有限公司章程》(以下简称"《公司章程》")的有关规定。 二、监事会会议审议情况 表决结果:3 票同意,0 票反对,0 票弃权。 经与会监事审议并记名投票表决,会议通过以下议案: (一)审议并通过《关于使用部分超额募集资金永久补充流动资金的议案》 经监事会审议,公司监事会认为:公司本次使用部 ...