证券代码：600782 证券简称：新钢股份 公告编号：临2025-055 本公司董事会及全体董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、准确性和完整性承担法律责任。 一、董事会会议召开情况 新余钢铁股份有限公司 第十届董事会第十一次会议决议公告 或"公司"）第十届董事会第十一次会议在公司会议室召开，本次会议通 知及会议材料以传真和电子邮件方式送达，会议以现场结合通讯形式召开。 会议由刘建荣先生主持，会议应出席董事 8 人，实际出席董事 8 人；公司 监事会成员及部分高级管理人员列席了会议。会议的召集和召开方式符合 有关法律法规和《公司章程》的有关规定。 二、董事会会议审议情况 （一）审议通过《新钢股份 2025 年半年度报告全文及摘要》 表决结果：同意 8 票，反对 0 票，弃权 0 票。 （二）审议通过《关于取消监事会及废除监事会议事规则的议案》 根据中国证监会发布的《关于新 <公司法> 配套制度规则实施相关过渡 期安排》,结合公司实际情况，公司拟取消监事会，由董事会审计与风险 委员会行使《公司法》、《公司章程》规定的监事会职权，并同步废止《新 钢股份监事会议事规则》 ...

Group 1 - The company has proposed amendments to several internal regulations, including the Independent Director System and the External Guarantee Management System, which will be submitted for approval at the 2025 first extraordinary shareholders' meeting [3][4][19] - The term "shareholders' meeting" has been changed to "shareholders' assembly" in various regulations, reflecting compliance with updated legal requirements [1][2][3] - The company plans to hold a half-year performance briefing on August 29, 2025, to discuss its financial results and address investor inquiries [5][6][8] Group 2 - The company has announced a mid-term profit distribution plan, proposing a cash dividend of RMB 0.90 per share, totaling approximately RMB 2.35 billion, which represents 48.88% of the net profit attributable to ordinary shareholders for the first half of 2025 [12][14][17] - The profit distribution plan is subject to approval at the upcoming extraordinary shareholders' meeting [16][18] - The company reported a net profit of approximately RMB 4.80 billion for the first half of 2025, according to both Chinese and international accounting standards [13][14] Group 3 - The company has experienced a change in its independent director, with Liu Jing resigning after nearly six years of service, necessitating the nomination of a new independent director [19][20][21] - Liu Xiaozhi has been proposed as the candidate to replace Liu Jing, pending approval from the shareholders' meeting [21][22] - The company will announce the details of the extraordinary shareholders' meeting in due course [23]

Meeting Overview - The 11th meeting of the 8th Board of Directors of Wuhan Fangu Electronics Technology Co., Ltd. was held on August 15, 2025, with all 8 directors present [1][2] - The meeting was chaired by Chairman Jia Xiongjie and complied with the relevant laws and regulations [1] Resolutions Passed - The board approved the proposal for the 2025 semi-annual asset impairment provision, which was reviewed by the audit committee [2] - The company plans to amend its articles of association to eliminate the supervisory board and transfer its powers to the audit committee [2][3] - The revised articles of association will take effect after approval at the 2025 first extraordinary general meeting [2][3] Governance Changes - The supervisory board will cease to function, and the rules governing the supervisory board will be abolished following the approval of the revised articles [3] - The company will rename and revise the "Shareholders' Meeting Rules" and "Board Meeting Rules" [4][5] - The independent director work system will also be revised [5][6] Financial Matters - The board approved a total credit line of RMB 490 million from various banks for working capital and other financial needs [7] - The detailed breakdown of the credit line includes amounts from several banks, with the largest being RMB 160 million from Minsheng Bank [7] Board Composition - Wang Bo has been nominated as a candidate for the board of directors to fill a vacancy left by a resigning director [7][8] - Wang Bo has extensive experience in software development and technology management, having joined the company in 2001 [8][9]

Core Viewpoint - Zhejiang George White Garment Co., Ltd. is revising its corporate governance documents in compliance with new regulations and to align with its operational needs [1][2]. Group 1: Corporate Governance Revisions - The company held its 22nd meeting of the 7th Board of Directors on August 15, 2025, where it approved amendments to various governance documents including the Articles of Association and several procedural rules [1]. - The revisions are in accordance with the new Company Law effective from July 1, 2024, and related regulatory guidelines [1][2]. - The amended documents include the Articles of Association, rules for online voting at shareholder meetings, external guarantee management, cumulative voting procedures, fundraising management, and rules for board and audit committee meetings [1][2]. Group 2: Next Steps - The proposed amendments will be submitted for approval at the company's first extraordinary general meeting of 2025, where shareholders will also authorize the board to handle necessary filings and changes related to the amendments [2]. - The final approval of the revised Articles of Association is subject to the confirmation by the market supervision administration [2].

Core Points - The meeting is convened by the company's board of directors to ensure the protection of shareholders' rights and maintain order and efficiency during the meeting [1][2] - The meeting will be held on August 22, 2025, at 1:00 PM, combining both on-site and online voting methods [3] - The agenda includes discussions on profit distribution, amendments to the company's articles of association, and additional authorizations for futures trading [6][10] Meeting Details - The meeting will require shareholders to present identification and shareholder account cards for verification [1] - Shareholders have the right to speak, inquire, and vote during the meeting, with specific time limits for speeches [2] - Voting will be conducted through a named voting method, where each share has one vote [2] Financial Proposals - The proposed profit distribution plan suggests a cash dividend of 2 yuan per 10 shares, totaling approximately 265 million yuan based on the adjusted share count [6][7] - The company plans to revise its articles of association to eliminate the supervisory board, transferring its responsibilities to the audit committee of the board [8] - An additional authorization for futures trading is proposed, increasing the total authorized amount to 50 million yuan to manage price volatility [10][11]

Group 1 - The company will cancel the supervisory board and amend the Articles of Association due to the performance assessment of the 2024 restricted stock incentive plan, resulting in the cancellation of 385,920 shares [2] - The company's total share capital will decrease from 235,102,531 shares to 234,716,611 shares, and the registered capital will be adjusted accordingly [2] - The supervisory board's powers will be transferred to the audit committee of the board of directors, and relevant supervisory board regulations will be abolished [2][4] Group 2 - The company will establish and revise several internal systems, including the remuneration management system for directors and senior management, rules for board meetings, and management systems for related party transactions [4] - These internal system changes are in accordance with the Company Law of the People's Republic of China and the revised guidelines for listed companies [4] - The board of directors has approved these proposals, and they are now subject to shareholder review [4]

证券代码：301372 证券简称：科净源 公告编号：2025-036 北京科净源科技股份有限公司 关于取消监事会、修订《公司章程》 及制定、修订、废止公司部分制度的公告 一、关于取消监事会、修订《公司章程》及制定、修订、废止公司部分制度 的原因及依据 根据《中华人民共和国公司法》《上市公司章程指引》《上市公司股东会规 则》《深圳证券交易所创业板股票上市规则》《深圳证券交易所创业板上市公司 自律监管指引第 2 号——创业板上市公司规范运作》等最新法律、法规、规范性 文件的相关规定，结合公司实际情况，公司拟取消监事会并修订《北京科净源科 技股份有限公司章程》（以下简称"《公司章程》"），其职权由董事会审计委 员会行使，《北京科净源科技股份有限公司监事会议事规则》相应废止。同时， 根据最新的法律、法规、规范性文件的规定及修订后的《公司章程》，公司新制 定了《北京科净源科技股份有限公司董事、高级管理人员离职管理制度》，并对 公司部分制度进行修订和完善。 二、修订《公司章程》并办理工商变更登记备案的情况 根据上述原因，公司拟对《公司章程》中相关条款进行修订，具体内容详见 公司同日披露在巨潮资讯网（www.cninfo. ...

一、本次修订部分制度的背景 证券代码：301356 证券简称：天振股份 公告编号：2025-038 浙江天振科技股份有限公司 本公司及董事会全体成员保证信息披露内容真实、准确和完整，没有虚假记 载、误导性陈述或重大遗漏。 浙江天振科技股份有限公司（以下简称"公司"）于 2025 年 8 月 8 日召开 了第二届董事会第二十一次会议，审议通过了《关于制定及修订部分公司制度的 议案》，具体情况如下： 具体内容详见公司于巨潮资讯网（www.cninfo.com.cn）披露的相关制度文 件。 三、备查文件 特此公告。 浙江天振科技股份有限公司 董事会 为全面贯彻最新法律法规及监管要求，进一步完善了公司治理结构，规范 公司运作机制，提升治理水平，根据《中华人民共和国公司法》《中华人民共 和国证券法》《上市公司章程指引》《深圳证券交易所创业板股票上市规则》 《深圳证券交易所上市公司自律监管指引第 2 号——创业板上市公司规范运作》 等相关规定，结合公司实际情况，公司制定及修订部分公司制度。 二、本次修订部分制度的情况 | | | 是否提交股 | | --- | --- | --- | | 序号 | 制度名称 | 变更方式 ...

Group 1 - The board of directors of Shuyuan Technology Co., Ltd. held its 14th meeting of the 9th session, where all members confirmed the authenticity and completeness of the information disclosed [1] - The meeting was attended by all 5 current directors, with independent director Wang Zhiming participating via telecommunication [1] - The board approved several resolutions, including amendments to the Articles of Association, which will be submitted for review at the third extraordinary general meeting of shareholders in 2025 [2][3] Group 2 - The board also approved amendments to the Rules of Procedure for Shareholders' Meetings, which will similarly be submitted for review at the upcoming shareholders' meeting [2] - Amendments to the Rules of Procedure for Board Meetings were also approved, pending the same review process [2] - The board approved amendments to the Independent Director Work System, which will be submitted for shareholder review [3] Group 3 - The board authorized the company and its wholly-owned subsidiaries to provide external guarantee limits, which is expected to support the subsidiaries' business development and align with the company's overall interests [3] - The board approved the proposal to convene the third extraordinary general meeting of shareholders in 2025, with details to be disclosed in the relevant announcements [3]

Group 1 - The company announced the decision to cancel the supervisory board and amend the articles of association, shareholder meeting rules, and board meeting rules [6][19][23] - The board meeting was held on July 22, 2025, with all 11 directors present, and the resolutions were passed unanimously [2][5] - The company plans to hold the seventh extraordinary general meeting of shareholders on August 19, 2025, to approve the proposed changes [28][30] Group 2 - The board's sustainable development committee and independent directors expressed agreement on various amendments to internal rules and regulations [3][4] - The company will revise multiple internal governance documents, including the rules for the audit/internal control committee and the independent director's work system [9][10][13] - The proposed changes include reducing the threshold for shareholders to propose agenda items from 3% to 1% of voting shares [23] Group 3 - The company will establish a management system for departing directors and clarify the duties of independent directors [23] - The amendments to the articles of association will also include changes to the definitions and terminologies used, such as replacing "stock" with "shares" [23] - The company will publish the revised articles of association and related documents on the Shanghai Stock Exchange website [24]