北京中岩大地科技股份有限公司 董事会议事规则 （2025 年 8 月修订） 二零二五年八月 北京中岩大地科技股份有限公 司 董事 会议事规则 目 录 北京中岩大地科技股份有限公司 董事会议事规则 北京中岩大地科技股份有限公司 董事会议事规则 第一章 总则 第一条 为了进一步规范北京中岩大地科技股份有限公司（以下简称"公 司"）董事会（以下简称"董事会"）的议事方式和决策程序，促使董事和董事会 有效地履行其职责，提高董事会规范运作和科学决策水平，根据《中华人民共和 国公司法》 （以下简称"《公司法》 "）、 《中华人民共和国证券法》 （以下简称"《证 第三条 董事会依法律、法规、公司章程的规定及股东会的授权行使职权。 董事会行使职权的事项超过股东会授权范围的，应当提交股东会审议。 第四条 董事会应当就注册会计师对公司财务报告出具的非标准审计意 见向股东会作出说明。 券法》"）、 《北京中岩大地科技股份有限公司章程》 （以下简称" 《公司章程》"）等 有关规定，制订本规则。 第二章 董事会组成及职权 第一节 董事会及其职权 第二条 董事会由 7 名董事组成。董事会成员中有一名公司职工代表担任 非独立董事，独立董事 ...

浙江亨通控股股份有限公司 董事会议事规则 第一条 宗旨 为了进一步规范浙江亨通控股股份有限公司(以下简称"公司"或"本公 司")董事会的议事方式和决策程序，促使公司董事和董事会有效地履行其职责， 提高公司董事会规范运作和科学决策水平，根据《公司法》《证券法》《上市公 司治理准则》《上海证券交易所股票上市规则》等有关规定和《浙江亨通控股股 份有限公司章程》(以下简称"《公司章程》")，制定本规则。 第二条 董事会日常事务处理部门 董事会下设董事会办公室，处理董事会日常事务。董事会秘书负责保管董事 会印章。 第三条 定期会议 董事会会议分为定期会议和临时会议。 董事会每年应当至少召开两次定期会议。 第四条 定期会议的提案 在发出召开董事会定期会议的通知前，董事会办公室应当充分征求各董事的 意见，初步形成会议提案后交董事长拟定。 董事长在拟定提案前，应当视需要征求总裁和其他高级管理人员的意见。 第五条 临时会议 有下列情形之一的，董事会应当召开临时会议： （一）代表十分之一以上表决权的股东提议时； 第六条 临时会议的提议程序 按照前条规定提议召开董事会临时会议的，应当通过董事会办公室或者直接 向董事长提交经提议人签 ...

Core Points - The document outlines the rules and procedures for the board of directors of Shenzhen Tianyuan Dike Information Technology Co., Ltd, aiming to enhance the effectiveness and scientific decision-making of the board [1][2][3] Group 1: Board Meeting Structure - The board of directors is required to hold at least one regular meeting in each half of the year [4] - Proposals for regular meetings must be formed after consulting all directors and submitted to the chairman for drafting [5] - The chairman is responsible for convening and presiding over board meetings, with provisions for alternative arrangements if the chairman is unable to fulfill this role [6][7] Group 2: Meeting Notifications and Procedures - Notifications for regular and temporary meetings must be sent out ten days and five days in advance, respectively [8] - The notification must include essential details such as the date, location, and agenda of the meeting [9] - Changes to meeting details require prior approval from all attending directors [10] Group 3: Attendance and Voting - A quorum for board meetings requires the presence of more than half of the directors [11] - Directors are expected to attend in person, but may delegate their voting rights through a written proxy [12] - Voting is conducted on a one-person-one-vote basis, with clear options for approval, disapproval, or abstention [13][14] Group 4: Decision-Making and Record-Keeping - Decisions require a majority vote from attending directors, with specific rules for related party transactions and profit distribution [15][16] - Meeting records must be maintained, including attendance, proposals discussed, and voting outcomes [17][18] - The board secretary is responsible for preserving meeting archives for a period of ten years [19][20]

Core Points - The document outlines the rules for the board of directors of Sailong Pharmaceutical Group Co., Ltd, aiming to standardize meeting procedures and decision-making processes [2][3] - The board consists of 9 directors, including 1 chairman and 3 independent directors, with specific powers and responsibilities defined [2][3] - The chairman is authorized to convene meetings and oversee the execution of board resolutions [3][4] Group 1 - The board must hold at least 2 meetings annually, with specific protocols for notifying members about meetings [4][5] - Meeting notifications must include essential details such as date, location, agenda, and must be sent in advance [4][5] - A quorum requires the presence of more than half of the directors, and provisions are made for proxy attendance [5][6] Group 2 - Decisions require a majority vote from the directors present, with specific rules for abstentions and conflicts of interest [9][10] - The board must adhere to the company's articles of association and cannot exceed the authority granted by the shareholders [9][12] - Meeting records must be maintained, including attendance, proposals discussed, and voting results, with a retention period of 10 years [11][31]

Core Points - The document outlines the rules for the board of directors of Shanghai Huace Navigation Technology Co., Ltd, aiming to standardize meeting procedures and decision-making processes [1][12] - It specifies the frequency of meetings, proposal procedures, and voting mechanisms to ensure effective governance [2][3] Group 1: Meeting Procedures - The board must hold at least two regular meetings annually, with the secretary responsible for daily affairs [2][3] - Proposals for regular meetings must be formed after consulting all directors, and the chairman can request modifications if necessary [2][3] - Emergency meetings can be called under specific circumstances, with proposals needing to be submitted in writing [5][6] Group 2: Notification and Attendance - Notifications for regular and emergency meetings must be sent out ten and five days in advance, respectively, with confirmation required for non-direct delivery [8][9] - A quorum for meetings requires the presence of more than half of the directors, and the general manager and secretary must attend [11][12] - Directors are expected to attend in person, but can delegate their voting rights under certain conditions [4][11] Group 3: Voting and Decision-Making - Voting is conducted by a show of hands or named ballot, with each director having one vote [17][19] - Decisions require a majority of the directors present, and specific matters may require a higher threshold [19][20] - Directors must abstain from voting on matters where they have a conflict of interest [20][21] Group 4: Documentation and Record-Keeping - Meeting records must include details such as date, attendees, agenda, and voting results [26][29] - Records must be signed by attending directors, and any dissenting opinions can be noted [27][28] - Meeting documentation must be preserved for at least ten years [29][30]

Core Points - The article outlines the rules and procedures for the board of directors of Henan Tailong Pharmaceutical Co., Ltd, aiming to enhance the board's operational efficiency and decision-making quality [1][2][3] Group 1: Board Structure and Responsibilities - The board of directors is accountable to the shareholders and must operate within the legal framework and the company's articles of association [1] - The company appoints a board secretary who is responsible for the board's daily operations and reports directly to the board [1] Group 2: Meeting Procedures - Board meetings can be regular or temporary, with at least two regular meetings required each year [2] - Temporary meetings must be convened within ten days upon request from shareholders holding more than 10% of voting rights [2] - Meeting agendas are determined by the chairman and must include relevant legal and regulatory matters [2][3] Group 3: Attendance and Voting - A quorum for board meetings requires the presence of more than half of the directors, and related directors must abstain from voting on matters where they have a conflict of interest [6][19] - Directors unable to attend must review materials in advance and may delegate their voting rights to another director under specific conditions [14][21] Group 4: Decision-Making and Record-Keeping - Decisions require a majority vote from attending directors, and any proposal not passed cannot be reconsidered within a month unless significant changes occur [23][25] - All meeting records must be kept for ten years, ensuring transparency and accountability [10][27] Group 5: Implementation of Resolutions - The board secretary is responsible for announcing resolutions in accordance with stock exchange regulations, and all attendees must maintain confidentiality regarding meeting materials [28][29]

第一条 宗旨 为了进一步规范四川福蓉科技股份公司（以下简称公司、本公司）董事会的 议事方式和决策程序，促使公司董事和公司董事会有效地履行其自身职责，提高 公司董事会的规范运作和科学决策水平，根据《中华人民共和国公司法》《中华 人民共和国证券法》《上市公司治理准则》《上市公司独立董事管理办法》《上海 证券交易所股票上市规则》《上海证券交易所上市公司自律监管指引第 1 号—— 规范运作》及其他有关法律、行政法规、规章、规范性文件和本公司章程的规定， 制定本规则。 第二条 董事会办公室 董事会下设董事会办公室，处理董事会日常事务。 董事会秘书兼任董事会办公室负责人，保管董事会和董事会办公室印章（若 有）。董事会秘书可以指定证券事务代表等有关人员协助其处理日常事务。 第三条 董事会行使下列职权： （一）负责召集股东会，并向股东会报告工作； （二）执行股东会的决议； （三）决定公司的经营计划和投资方案； （四）制订公司的利润分配方案和弥补亏损方案； （五）制订公司增加或者减少注册资本、发行债券或其他证券及上市方案； （六）拟订公司重大收购、收购本公司股份或者合并、分立、解散及变更公 司形式的方案； （十五）聘任或解聘公 ...

Core Points - The document outlines the rules for the board of directors of Sikan Technology (Hangzhou) Co., Ltd., aiming to standardize meeting procedures and decision-making processes to enhance the board's operational efficiency and decision-making quality [1][15] Group 1: Meeting Structure - The board must hold at least two regular meetings annually [3] - Temporary meetings can be proposed by shareholders holding more than 10% of voting rights or by one-third of the directors [2] - The board meeting can be convened by the chairman or, if unavailable, by a director elected by a majority of the board [7] Group 2: Proposal and Notification Procedures - Proposals for regular meetings must be formed after consulting all directors and submitted to the chairman for drafting [4] - Notifications for regular and temporary meetings must be sent out 10 days and 2 days in advance, respectively [8] - In urgent situations, meetings can be called with verbal or phone notifications without adhering to the usual notice periods [3] Group 3: Voting and Decision-Making - A quorum requires more than half of the directors to be present for the meeting to proceed [11] - Each proposal must receive a majority vote from the total number of directors to be approved [19] - Directors must abstain from voting on proposals where they have a conflict of interest [20] Group 4: Documentation and Record-Keeping - Meeting records must be maintained for at least 10 years and should include details such as date, attendees, agenda, and voting results [26] - The board secretary is responsible for ensuring that all meeting documentation is properly archived [31] Group 5: Special Provisions - Specific rules apply for profit distribution and capital increase proposals, requiring prior notification to auditors for review [22] - If a proposal is not approved, it cannot be reconsidered within a month unless significant changes occur [12]

Core Points - The document outlines the rules governing the board of directors of Jiangsu Huachang Chemical Co., Ltd, ensuring compliance with relevant laws and regulations [2][3] - The board is responsible for making decisions that align with shareholder resolutions and improving operational efficiency [2][3] Group 1: General Provisions - The rules are established to standardize the behavior of the board and ensure the lawful exercise of shareholder rights [2] - The board must operate strictly according to laws, regulations, and the company's articles of association [2][3] - The board has the authority to exercise its powers within the limits set by the law and the company's articles [2][3] Group 2: Board Meetings - The board must hold at least two meetings annually, with the chairman responsible for convening and presiding over these meetings [3] - Shareholders holding more than 10% of voting rights or one-third of the directors can propose a temporary board meeting [3] - The notice for a temporary meeting must be sent at least five days in advance [3] Group 3: Proposals and Notifications - The board office must gather opinions from directors before finalizing meeting proposals [4] - Proposals must include clear topics and comply with legal and regulatory requirements [4][5] - Meeting notifications must contain essential details such as the proposer’s name, reasons for the proposal, and meeting logistics [5] Group 4: Meeting Procedures - A quorum requires the presence of more than half of the directors [6] - Directors with conflicts of interest must report their relationships and cannot vote on related matters [6][10] - Meetings can be held in person or through electronic means, ensuring all directors can express their opinions [6][8] Group 5: Voting and Resolutions - Voting is conducted on a one-person-one-vote basis, with outcomes requiring a majority of directors present [9][21] - Directors must avoid voting on proposals where they have a conflict of interest [10][22] - Meeting records must be maintained, including attendance, agenda, and voting results [10][26] Group 6: Implementation and Record Keeping - The chairman is responsible for ensuring the implementation of board resolutions and reporting on their status in future meetings [12] - Meeting archives must be kept for ten years, including all relevant documentation [12]

Group 1 - The purpose of the rules is to standardize the decision-making process of the board of directors of Dazhong Mining Co., Ltd. and enhance its operational efficiency [1] - The board consists of 7 directors, including 3 independent directors and 1 employee representative [3] - The chairman and vice-chairman of the board are elected by a majority of the directors [3] Group 2 - The board has the authority to convene shareholder meetings and report on its work [2] - It is responsible for executing shareholder resolutions and determining the company's operational plans and investment proposals [2] - The board must explain any non-standard audit opinions issued by the registered accountant to the shareholders [3] Group 3 - The board must establish strict review and decision-making procedures for external investments, asset acquisitions, and other significant transactions [3] - Major transactions must be approved by the board and disclosed in a timely manner [4] - Specific thresholds for board approval of transactions are set, including asset total exceeding 10% of the latest audited total assets [4][5] Group 4 - The board must hold at least two regular meetings annually, with the chairman responsible for convening them [6] - Special meetings can be called under certain conditions, such as proposals from shareholders holding more than 10% of voting rights [7] - Meeting notifications must be sent out at least 10 days in advance for regular meetings [8] Group 5 - A quorum for board meetings requires the presence of more than half of the directors [18] - Decisions must be made by a majority vote of the directors present [18] - Directors can delegate their voting rights to other directors, but independent directors cannot delegate to non-independent directors [19] Group 6 - Meeting records must include details such as the date, attendees, agenda, and voting results [33] - The board's resolutions must be announced in accordance with legal requirements [37] - The board chair and vice-chair are responsible for ensuring the implementation of board resolutions [38]