董事和高级管理人员离职管理
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哈药集团人民同泰医药股份有限公司 关于聘任证券事务代表的公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-11-29 00:03
Group 1 - The company appointed Ms. Qu Rui as the securities affairs representative to assist the board secretary in fulfilling responsibilities, with her term aligned with the current board's term [1][43] - Ms. Qu Rui has no shares in the company and has no related relationships with other directors, senior management, or significant shareholders, meeting the qualifications for the position [1][3] - The company will hold its first extraordinary general meeting of 2025 on December 16, 2025, with both on-site and online voting options available [5][45] Group 2 - The extraordinary general meeting will take place at 14:00 on December 16, 2025, at the company's office in Harbin [6][11] - Shareholders can vote through the Shanghai Stock Exchange's online voting system during specified trading hours on the meeting day [6][8] - The meeting will include voting on previously disclosed proposals, with no special resolutions or related party transactions requiring abstention [7][18]
*ST星光: 董事、高级管理人员离职管理制度(2025年9月)
Zheng Quan Zhi Xing· 2025-09-05 16:13
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Guangdong Star Development Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1]. Group 1: General Provisions - The system applies to directors and senior management resigning due to term expiration, resignation, dismissal, or other reasons [1]. - The system is established in accordance with the Company Law of the People's Republic of China and the company's articles of association [1]. Group 2: Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [3]. - The company must complete the re-election of directors within 60 days of receiving a resignation report to ensure compliance with legal and regulatory requirements [2]. - If a director resigns and the board's composition falls below the legal minimum, the original director must continue to perform their duties until a new director is appointed [2][3]. Group 3: Transfer Procedures and Handling of Unfinished Matters - Resigning directors and senior management must complete all handover procedures within five working days of their official departure, including the transfer of relevant documents and materials [4]. - They are required to cooperate with the company in any follow-up investigations related to significant matters during their tenure [4]. Group 4: Post-Resignation Responsibilities and Obligations - Directors and senior management are restricted from transferring more than 25% of their shares within six months after their term ends, and they cannot transfer shares within six months after resignation [5]. - They must not use their former positions to interfere with the company's operations or harm the interests of the company and its shareholders after leaving [5]. - Confidentiality obligations regarding company trade secrets remain in effect even after resignation [5][6].
智明达: 成都智明达电子股份有限公司董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-09-02 11:25
Core Points - The article outlines the management system for the resignation of directors and senior management at Chengdu Zhimingda Electronics Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1][3]. Group 1: General Provisions - The system is established based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and is applicable to all directors and senior management [1][3]. - The resignation scenarios include term expiration, voluntary resignation, dismissal, and other circumstances leading to actual departure [3][4]. Group 2: Resignation Procedures - Upon receiving a resignation report, the company must disclose the resignation announcement within two trading days, detailing the resignation time, reasons, position, and any unfulfilled commitments [4][5]. - Directors must continue to perform their duties until a new director is elected if the board's composition falls below the legal minimum due to resignation [4][6]. Group 3: Responsibilities and Obligations - Directors and senior management must complete all handover procedures within five working days after formal resignation, including transferring all relevant documents and assets [12][13]. - The obligations of loyalty and confidentiality continue for two years post-resignation, and any public commitments made during their tenure must still be fulfilled [13][14]. Group 4: Shareholding Management - Directors and senior management are prohibited from transferring their shares within six months post-resignation and must adhere to specific limits on share transfers during their tenure and the subsequent six months [17][18]. - Any commitments regarding shareholding must be strictly followed by the departing directors and senior management [18]. Group 5: Final Provisions - The system will be executed in accordance with national laws and regulations, and any conflicts with future regulations will be resolved in favor of the latter [20][21].
德明利: 董事和高级管理人员离职管理制度(2025年9月)
Zheng Quan Zhi Xing· 2025-09-01 16:27
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management personnel at Shenzhen Demingli Technology Co., Ltd, establishing procedures and responsibilities in accordance with relevant laws and regulations [2][3][12]. Summary by Sections General Principles - The management system is designed to regulate the resignation of directors and senior management personnel based on the Company Law, Securities Law, and other relevant regulations [2][3]. Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written report, with the resignation effective upon receipt by the company [4]. - Specific circumstances that disqualify individuals from serving as directors or senior management are outlined, including criminal convictions and financial irresponsibility [4][5]. Responsibilities and Obligations After Resignation - Directors and senior management must adhere to restrictions on share sales for six months post-resignation, with a maximum of 25% of their shares allowed to be sold annually [8][9]. - They are required to report their resignation details to the company within two trading days [7][9]. Commitment Fulfillment - Resigned personnel must continue to fulfill any public commitments made during their tenure, with the company retaining the right to pursue legal action for any breaches [10][11]. Departure Audit - The audit committee may initiate an audit for departing personnel involved in significant financial decisions, with findings reported to the board [11][12]. Miscellaneous Provisions - The document specifies that any unresolved issues related to legal disputes or business matters must be actively managed by the departing personnel [10][11]. - The system is effective upon approval by the board and is subject to modification as necessary [12].
莲花控股: 莲花控股股份有限公司董事和高级管理人员离职管理制度(2025年8月制定)
Zheng Quan Zhi Xing· 2025-08-29 17:25
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management personnel at Lianhua Holdings Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1] Group 1: General Provisions - The system is established in accordance with the Company Law of the People's Republic of China and the company's articles of association [1] - It applies to resignations due to term expiration, voluntary resignation, dismissal, or other reasons [1] Group 2: Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written resignation report, which becomes effective upon receipt by the company [3] - The company must complete the election of new directors within 60 days of a resignation to ensure compliance with legal and regulatory requirements [2] Group 3: Grounds for Dismissal - The company must legally dismiss directors and senior management under specific circumstances, including lack of civil capacity, criminal convictions, or personal bankruptcy [2] Group 4: Handover Procedures and Unresolved Matters - Resigning directors and senior management must complete handover procedures within five days of their official resignation, including the transfer of relevant documents and materials [4] - An audit of the departing senior management will be initiated, with results reported to the board within 30 days [4] Group 5: Post-Resignation Responsibilities and Obligations - Departing directors and senior management must declare their shareholdings and are restricted from transferring shares for six months post-resignation [5] - They are prohibited from using their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [5] Group 6: Miscellaneous Provisions - The board of directors is responsible for interpreting and amending this system [6] - The system takes effect upon approval by the board of directors [6]
祥和实业: 浙江天台祥和实业股份有限公司董事、高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-29 16:41
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Zhejiang Tiantai Xianghe Industrial Co., Ltd, emphasizing compliance, transparency, and the protection of shareholder rights [1][2]. Chapter 1: General Principles - The system is established to regulate the resignation of directors and senior management, ensuring operational stability and shareholder protection [1]. - It applies to all resignations due to term expiration, voluntary resignation, dismissal, or other reasons [1]. - Key principles include legality, transparency, smooth transition, and protection of shareholder rights [1]. Chapter 2: Resignation Circumstances and Procedures - Directors must submit a written resignation report, effective upon receipt by the company, with a disclosure requirement within two trading days [2]. - Senior management's resignation is effective upon receipt by the board [2]. - Directors must continue to perform duties until a new board is elected if certain conditions are met, such as insufficient board members [2]. Chapter 3: Responsibilities and Obligations of Resigning Directors and Senior Management - Resigning individuals must ensure proper handover of responsibilities and may be subject to exit audits [4]. - The company will review all public commitments made by the resigning individuals during their tenure [4]. - Obligations regarding confidentiality and loyalty remain in effect for one year post-resignation [5]. Chapter 4: Shareholding Management - Directors and senior management must comply with regulations regarding insider trading and market manipulation [6]. - They are prohibited from transferring shares within six months post-resignation [6]. Chapter 5: Accountability Mechanism - Directors and senior management are liable for losses caused by unauthorized resignations or violations of laws and regulations [14]. - The company retains the right to pursue claims against resigning individuals for unfulfilled commitments or breaches of duty [15]. Chapter 6: Supplementary Provisions - The system will be executed in accordance with relevant laws and regulations, with the board responsible for interpretation and amendments [8].
泰瑞机器: 董事和高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-29 10:24
Core Viewpoint - The document outlines the management of resignation matters for directors and senior management of Tai Rui Machinery Co., Ltd., ensuring corporate governance stability and protecting shareholder rights [1]. Group 1: Resignation Procedures - The resignation of directors and senior management must comply with the company's articles of association and relevant laws, with specific procedures for voluntary resignation, term expiration, and dismissal [1][2]. - Directors can resign before their term ends, but the resignation is effective upon submission of a written resignation report, except in cases where it would reduce the board below the legal minimum [2]. - The company must complete the election of new directors within 60 days of a resignation to ensure compliance with legal and regulatory requirements [2]. Group 2: Responsibilities and Obligations After Resignation - Former directors and senior management must not interfere with the company's operations or harm the interests of the company and its shareholders after leaving their positions [3]. - Confidentiality obligations regarding trade secrets and insider information remain in effect after resignation until such information becomes public [3][4]. - Any public commitments made during their tenure must be fulfilled, and if not completed at the time of resignation, a written explanation must be submitted [4]. Group 3: Accountability Mechanism - The board of directors is responsible for holding former directors and senior management accountable for any violations of laws or company regulations that result in losses to the company [5]. - If there are disputes regarding accountability decisions, former directors and senior management can request a review from the company's audit committee within 15 days of notification [5]. Group 4: General Provisions - The document will be effective upon approval by the board of directors and will be interpreted and revised by the board as necessary [5].
京华激光: 京华激光董事和高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-27 10:29
Core Points - The document outlines the management system for the resignation of directors and senior management at Zhejiang Jinghua Laser Technology Co., Ltd, aiming to ensure stability in corporate governance and protect the rights of the company and its shareholders [1][2] Chapter Summaries Chapter 1: General Provisions - The system is established to regulate the resignation of directors and senior management, ensuring compliance with relevant laws and the company's articles of association [1] Chapter 2: Resignation Circumstances and Effectiveness - Directors and senior management can resign before their term ends by submitting a written resignation report, effective upon receipt by the board [2] - The company must complete the election of new directors within 60 days if a resignation leads to a board composition below legal requirements [2] - Automatic resignation occurs for non-employee representative directors and senior management upon the approval of new members by the shareholders' meeting [2] Chapter 3: Handover Procedures and Unresolved Matters - Resigning directors and senior management must hand over all relevant documents and assets within three working days after resignation [4] - If significant matters are involved, an audit committee may initiate a departure audit [4] Chapter 4: Obligations of Resigning Directors and Senior Management - Resigning individuals must complete handover procedures and cannot interfere with the company's operations post-resignation [5] - They remain liable for any losses caused by their unauthorized departure [5] Chapter 5: Accountability Mechanism - The board will review any breaches of obligations by resigning individuals and may seek compensation for losses incurred [6] Chapter 6: Management of Shares Held by Resigning Directors and Senior Management - Resigning directors and senior management cannot transfer their shares within six months post-resignation [8] - They are limited to selling no more than 25% of their shares during their term and the six months following their term [7][8] Chapter 7: Supplementary Provisions - Any matters not covered by this system will be governed by relevant national laws and regulations [10]
格林美: 董事和高级管理人员离职管理制度
Zheng Quan Zhi Xing· 2025-08-24 16:13
General Provisions - The management system for the resignation of directors and senior management of Greeenmei Co., Ltd. is established to regulate the departure process in accordance with relevant laws and regulations [1][2] - This system applies to the resignation, expiration of term, and dismissal of directors and senior management [1] Resignation Circumstances and Procedures - Directors and senior management can resign before their term ends by submitting a written report, effective upon receipt by the board [2] - The company must disclose the resignation details within two trading days after receiving the resignation report [2] - If a director's term expires without timely re-election, they must continue to fulfill their duties until a new director is appointed [2][3] Transition Procedures and Handling of Unfinished Matters - Departing directors and senior management must conduct a handover with a designated person to ensure business continuity, including transferring relevant documents and materials [4] - If significant matters such as major investments or financial decisions are involved, an audit committee may initiate a departure audit [4] Post-Departure Responsibilities and Obligations - Departing directors and senior management must not use their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [5] - They are required to cooperate with the company in follow-up investigations regarding significant matters during their tenure [5] - The company retains the right to seek compensation for any losses caused by the departing individuals due to violations of laws or unfulfilled commitments [5] Supplementary Provisions - This system becomes effective upon approval by the board and is subject to interpretation by the board [6] - Any matters not covered by this system will be executed according to national laws and regulations [6]
深天马A: 董事和高级管理人员离职管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 12:13
Core Viewpoint - The document outlines the management system for the resignation of directors and senior management at Tianma Microelectronics Co., Ltd, aiming to ensure stable corporate governance and protect the rights of shareholders [1]. Chapter 1: General Principles - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. Chapter 2: Resignation Procedures - Directors can resign before their term ends by submitting a written report, effective upon receipt by the company [3]. - The shareholders' meeting can resolve to dismiss a director, effective on the date of the resolution [4]. - If a director's term expires without timely re-election, they must continue to fulfill their duties until a new director is appointed [4]. Chapter 3: Handover Procedures and Unresolved Matters - Departing directors and senior management must conduct a handover with their successors to ensure business continuity, covering documents, unfinished tasks, and financial accounts [3]. Chapter 4: Responsibilities and Obligations of Departing Directors and Senior Management - Departing directors and senior management must not use their former positions to interfere with the company's operations or harm the interests of the company and its shareholders [5]. - Their obligations regarding confidentiality and non-competition remain effective even after leaving the company [5]. Chapter 5: Accountability Mechanism - The board of directors will review any breaches of commitments or handover issues by departing personnel and may seek compensation for direct losses and expected benefits [8]. - Departing personnel can appeal the board's decisions regarding accountability within 15 days [8]. Chapter 6: Supplementary Provisions - Any matters not covered by this system will be governed by relevant laws and regulations [8].