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宝泰隆: 宝泰隆新材料股份有限公司关于取消监事会并修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-08-25 17:27
Core Viewpoint - The company, Baotailong New Materials Co., Ltd., has announced the cancellation of its supervisory board and the revision of its articles of association and governance systems to enhance its corporate governance structure and operational compliance [1][2]. Group 1: Cancellation of Supervisory Board - The company will no longer establish a supervisory board, and the powers previously held by the supervisory board will be transferred to the audit committee of the board of directors [2][4]. - Relevant internal regulations related to the supervisory board will be abolished [2]. Group 2: Revision of Articles of Association - The articles of association will be revised to better protect the rights of the company, shareholders, employees, and creditors [2][4]. - New provisions will clarify the responsibilities of the legal representative of the company and the consequences of their actions [5][6]. Group 3: Shareholder Rights and Responsibilities - Shareholders will have the right to sue the company, its directors, and senior management under the revised articles of association [6][7]. - The company will not provide financial assistance for the acquisition of its shares, except under specific conditions approved by the board [7][8]. Group 4: Capital Increase and Share Repurchase - The company can increase its capital through various methods, including private placements and stock dividends, as approved by the shareholders [8][9]. - The company is allowed to repurchase its shares under certain conditions, which require shareholder approval [10][11]. Group 5: Governance and Compliance - The company emphasizes the importance of compliance with laws and regulations in its operations and governance practices [12][13]. - The revised articles will enhance the accountability of directors and senior management, ensuring they act in the best interests of the company and its shareholders [14][15].
威迈斯: 第三届监事会第五次会议决议公告
Zheng Quan Zhi Xing· 2025-08-25 16:52
Group 1 - The third meeting of the Supervisory Board of Shenzhen Weimais New Energy (Group) Co., Ltd. was held on August 25, 2025, with all three supervisors participating, confirming compliance with legal and regulatory requirements [1] - The Supervisory Board approved the company's 2025 semi-annual report, affirming that the report accurately reflects the financial status and operational results for the first half of 2025 without any false statements or omissions [1][2] - The Supervisory Board also approved the special report on the storage and actual use of raised funds for the first half of 2025, confirming compliance with relevant regulations and that there were no violations in the use of raised funds [2] Group 2 - The Supervisory Board approved a proposal to cancel the Supervisory Board, reduce registered capital, and amend the Articles of Association, which aims to enhance corporate governance and meet operational needs [3] - The proposal to cancel the Supervisory Board will be submitted for approval at the shareholders' meeting, and until then, the Supervisory Board will continue to fulfill its duties in accordance with legal requirements [3]
巨一科技: 巨一科技关于取消监事会、修订《公司章程》暨修订部分规章制度并办理工商变更登记的公告
Zheng Quan Zhi Xing· 2025-08-25 16:52
Core Viewpoint - Anhui Juyi Technology Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance and comply with relevant regulations [1][2]. Group 1: Abolishment of Supervisory Board - The company will no longer have a supervisory board, with the audit committee of the board of directors assuming the supervisory functions as per the Company Law and other relevant regulations [1][2]. - The existing rules regarding the supervisory board will be abolished, and the current supervisors will continue to perform their duties until the shareholders' meeting approves the abolishment [1][2]. Group 2: Amendments to Articles of Association - The amendments to the articles of association aim to improve the corporate governance structure in line with the requirements for companies listed on the Sci-Tech Innovation Board [2]. - Key changes include the designation of the chairman of the board as the legal representative of the company, and the stipulation that if the legal representative resigns, a new representative must be appointed within 30 days [3][4]. - Other amendments include clarifications on the issuance of shares, responsibilities of shareholders, and the rights and obligations of shareholders [4][5][6].
永鼎股份: 永鼎股份第十一届董事会第二次会议决议公告
Zheng Quan Zhi Xing· 2025-08-25 16:42
一、董事会会议召开情况 (一)江苏永鼎股份有限公司(以下简称"公司")第十一届董事会第二次 会议的召开符合《中华人民共和国公司法》和《公司章程》的有关规定。 证券代码:600105 证券简称:永鼎股份 公告编号:临 2025-041 江苏永鼎股份有限公司 第十一届董事会第二次会议决议公告 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个别及连带责任。 (二)本次会议通知和资料于 2025 年 8 月 12 日以专人送达和电子邮件的方 式向全体董事发出。 (三)本次会议于 2025 年 8 月 22 日以现场和通讯表决相结合的方式在公司 二楼会议室召开。 (四)本次会议应出席的董事 5 人,实际出席会议的董事 5 人。 (五)本次会议由莫思铭董事长主持,公司监事、董事会秘书和部分高管列 席了会议。 二、董事会会议审议情况 (一)审议通过《公司 2025 年半年度报告及其摘要》; 表决结果:同意 5 票;反对 0 票;弃权 0 票。 具体内容详见公司于同日在上海证券交易所网站(www.sse.com.cn)披露的 《江苏永鼎股份有限公司 2 ...
芯海科技: 芯海科技(深圳)股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-25 16:34
Core Viewpoint - Chipsea Technologies (Shenzhen) Co., Ltd. is planning to issue H shares and list on the Hong Kong Stock Exchange to enhance its international strategy, improve its global image, and optimize its capital structure [11][12][18]. Group 1: Shareholder Meeting Procedures - The shareholder meeting is scheduled for September 2, 2025, at 15:00 in Shenzhen [4]. - Shareholders must arrive 20 minutes early to complete registration and present necessary documents [2]. - The meeting will follow a structured agenda, including the announcement of attendees, discussion of proposals, and voting procedures [6][10]. Group 2: Proposals for Consideration - Proposal 1: The company plans to abolish the supervisory board and amend its articles of association to enhance governance [5]. - Proposal 2: Amendments to various governance systems are proposed to align with legal requirements and improve operational standards [7][10]. - Proposal 3: The company seeks approval to issue H shares and list on the Hong Kong Stock Exchange, complying with relevant laws and regulations [11][12]. - Proposal 4: Details of the H share issuance plan will be presented for shareholder approval [13]. - Proposal 5: The company will transition to an overseas fundraising company post-issuance [17]. - Proposal 6: The funds raised will be allocated for R&D, strategic investments, and operational capital [18]. - Proposal 9: The distribution of retained earnings before the issuance will be shared among existing and new shareholders [33]. - Proposal 10: Amendments to the company's articles and meeting rules are necessary for the issuance process [33].
比依股份: 浙江比依电器股份有限公司关于取消监事会、修订公司章程暨制定、修订若干治理制度及工作细则并办理工商变更登记事项的公告
Zheng Quan Zhi Xing· 2025-08-25 16:34
Core Viewpoint - Zhejiang Biyi Electric Co., Ltd. has decided to cancel its supervisory board and amend its articles of association, which includes revising several governance systems and working rules, as well as handling business registration changes [1][2]. Group 1: Governance Structure Changes - The company will no longer have a supervisory board, with its powers transferred to the audit committee of the board of directors, and the relevant supervisory board rules will be abolished [2][3]. - Amendments to the articles of association will include the establishment of a market value management system and the authorization of the management to handle business registration changes [2][3]. Group 2: Capital Reduction and Stock Repurchase - The company has approved the repurchase and cancellation of 8,400 restricted stocks held by two employees who have left the company, resulting in a reduction of registered capital from 187,947,951 RMB to 187,939,551 RMB [2][3]. - The total number of shares will decrease by 8,400 shares due to this repurchase [2][3]. Group 3: Articles of Association Amendments - The articles of association will be revised to reflect the new governance structure, including changes to shareholder responsibilities and rights [4][5]. - Specific provisions regarding the responsibilities of shareholders and the prohibition of financial assistance for acquiring shares will be included in the revised articles [4][5].
福然德: 福然德股份有限公司第三届董事会第十七次会议决议公告
Zheng Quan Zhi Xing· 2025-08-25 16:13
Group 1 - The company held its 17th meeting of the third board of directors on August 25, 2025, with all 7 directors present, ensuring compliance with relevant laws and regulations [1][2] - The board approved the company's 2025 semi-annual report and its summary, which will be disclosed on the Shanghai Stock Exchange website [1][2] - The board also approved the cancellation of the supervisory board, transferring its powers to the audit committee, and revised the company's articles of association accordingly [2][3] Group 2 - The board passed several resolutions to amend various internal management rules, including the rules for board meetings, shareholder meetings, and independent directors [3][4][5] - The company plans to hold its second extraordinary general meeting of shareholders on September 11, 2025, to discuss the approved resolutions [21][22] - All resolutions were passed unanimously with 7 votes in favor, indicating strong support from the board members [2][3][4]
富佳股份: 宁波富佳实业股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-25 16:13
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 to discuss significant governance changes, including the cancellation of the supervisory board and amendments to the company's articles of association [5][6]. Group 1: Meeting Procedures - The meeting will be conducted both in-person and via online voting, with specific time slots for each method [3]. - Only authorized personnel, including shareholders and their representatives, will be allowed to enter the meeting venue, ensuring order and protecting shareholder rights [2]. - Shareholders must register and confirm their attendance to participate in voting and discussions, with specific rules governing the conduct of the meeting [2][4]. Group 2: Agenda Items - The first agenda item involves the proposal to cancel the supervisory board, transferring its powers to the audit committee of the board of directors, and amending the articles of association accordingly [5][6]. - The second agenda item focuses on the revision, formulation, and repeal of certain governance systems to ensure compliance with the latest legal requirements [6][7].
炬芯科技: 关于取消监事会、变更注册资本并修订《公司章程》及修订部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-24 16:16
证券代码:688049 证券简称:炬芯科技 公告编号:2025-058 炬芯科技股份有限公司 关于取消监事会、变更注册资本并修订《公司章程》 及修订部分治理制度的公告 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、准确性和完整性依法承担法律责任。 炬芯科技股份有限公司(以下简称"公司")于 2025 年 8 月 21 日召开了第 二届董事会第二十五次会议,审议通过了《关于取消监事会、变更注册资本并修 订 <公司章程> 及修订部分治理制度的议案》。现将具体情况公告如下: 一、取消监事会的情况 根据 2024 年 7 月 1 日起实施的《中华人民共和国公司法(2023 年修订)》 (以 下简称"《公司法》")及 2025 年 3 月 28 日起实施的《上市公司章程指引(2025 年修订)》等法律法规的相关规定,结合公司实际情况,公司将不再设置监事会, 监事会的职权由董事会审计委员会行使,《炬芯科技股份有限公司监事会议事规 则》等监事会相关制度相应废止。同时《炬芯科技股份有限公司章程》(以下简 称"《公司章程》")中相关条款及《炬芯科技股份有限公司股东会议事规 ...
湖南天雁机械股份有限公司2025年半年度报告摘要
Core Points - The company held its seventh meeting of the eleventh board of directors on August 22, 2025, where several key resolutions were passed [3][19] - The company decided to cancel the supervisory board, transferring its powers to the audit and supervision committee of the board of directors, and will amend its articles of association accordingly [5][19] - The company's registered capital was reduced from 1,071.61 million yuan to 1,068.64 million yuan due to the repurchase and cancellation of restricted stock incentives [19][20] - The company approved the revision and abolition of certain governance systems to enhance its governance structure [8][19] - A risk assessment report regarding the financial liability company of the Equipment Group was submitted for review [9][19] - The company plans to hold its first extraordinary general meeting of shareholders in 2025 [15][19] Financial Data - The company reported a change in registered capital due to stock repurchase, with total shares decreasing from 1,071.61 million to 1,068.64 million [19][20] - The financial impact of the stock incentive repurchase was noted, reflecting a strategic adjustment in capital structure [19][20] Shareholder Information - The company’s major shareholders and their holdings were not disclosed in detail, but the report indicates changes in the shareholder structure due to the cancellation of the supervisory board [2][19] - The company’s board of directors confirmed the attendance of all members during the meeting, ensuring compliance with legal requirements [3][4]