公司治理制度修订
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江苏恒兴新材料科技股份有限公司
Shang Hai Zheng Quan Bao· 2025-10-10 19:03
Core Viewpoint - The company has approved the proposal to abolish the supervisory board and amend the articles of association and related rules to enhance corporate governance and comply with legal requirements [1][4][53]. Group 1: Abolishment of Supervisory Board - The company plans to cancel the supervisory board, transferring its powers to the audit committee of the board of directors, in accordance with the Company Law and relevant regulations [1][53]. - The decision to abolish the supervisory board was unanimously approved with 7 votes in favor and no opposition or abstentions [2][54]. Group 2: Amendments to Governance Systems - The company has approved amendments to various governance systems, including the investor relations management system, fundraising management system, and independent director work system, all receiving unanimous approval [4][5][6][7][8][9][10][11][12][13][14][15][16][17][18][19][20][21][22][23][24][25][26][27][28][29][30][31]. - These amendments aim to align with the latest legal requirements and improve the internal governance structure [4]. Group 3: Upcoming Shareholder Meeting - The company will hold its third extraordinary general meeting of shareholders on October 27, 2025, to review the proposals [34][37]. - The meeting will utilize both on-site and online voting methods, with specific voting times outlined [38][39].
张家港保税科技(集团)股份有限公司第十届董事会第八次会议决议公告
Shang Hai Zheng Quan Bao· 2025-10-10 18:37
Group 1 - The company held its 8th meeting of the 10th Board of Directors on October 10, 2025, via telecommunication, with all 7 directors participating [2][3] - The Board approved the proposal to cancel the Supervisory Board and amend the Articles of Association, with a unanimous vote of 7 in favor [3][64] - The proposal to revise 25 governance systems, including the Rules of Procedure for Shareholders' Meetings, was also approved, with 8 items requiring shareholder meeting approval [4][68] Group 2 - The company plans to hold its 2025 third extraordinary general meeting of shareholders on October 27, 2025, at 14:00 [34][49] - The meeting will adopt a combination of on-site and online voting methods, with specific time slots for voting [50][53] - Shareholders must register for the meeting between October 24, 2025, and the meeting date, with detailed registration procedures provided [59][60] Group 3 - The company announced a reduction in registered capital from RMB 1,212,152,157 to RMB 1,200,152,157 following the cancellation of shares held in a repurchase account [47][48] - The company completed the registration change procedures for the new registered capital [48][46] Group 4 - The company will provide counter-guarantees to its controlling shareholder, Jin Gang Assets, for the delivery warehouse business of its subsidiary, Zhangjiagang Free Trade Zone Foreign Investment Service Co., Ltd., after a capital reduction [37][39] - The total amount of guarantees provided to subsidiaries is RMB 1.24 billion, accounting for 43.28% of the company's latest audited net assets [44]
浙江新中港热电股份有限公司
Shang Hai Zheng Quan Bao· 2025-10-10 18:15
Group 1 - The company will change the term "shareholders' meeting" to "shareholders' assembly" and remove references to the "supervisory board" and "supervisors" [1] - The revised company governance system will be disclosed on the Shanghai Stock Exchange website [1] - The company will submit the changes for approval at the second extraordinary shareholders' meeting in 2025 [1][2] Group 2 - The second extraordinary shareholders' meeting will be held on October 27, 2025, at 14:00 [3] - Voting will be conducted through a combination of on-site and online methods [3][4] - The network voting system will be available on the Shanghai Stock Exchange's platform on the same day [4] Group 3 - The meeting will review several proposals, including the appointment of an accounting firm and changes to the company's governance structure [5][6] - The company plans to appoint Zhonghui Certified Public Accountants as the auditing firm for the 2025 fiscal year [19][20] - The company will use up to 300 million RMB of idle funds for wealth management products [30][34] Group 4 - The company will cancel the supervisory board, transferring its responsibilities to the audit committee of the board [45][51] - The registered capital will increase from 400,451,000 RMB to 400,563,398 RMB due to the conversion of convertible bonds [45][51] - The company will expand its business scope to include electric vehicle charging infrastructure operations [45][51] Group 5 - The company will ensure that the investment in wealth management products is conducted with a focus on safety and liquidity [32][39] - The investment period for the wealth management products will be from August 25, 2025, to August 24, 2026 [37] - The company will implement strict risk control measures and monitor the performance of the investments [40][41]
南亚新材料科技股份有限公司关于召开2025年第四次临时股东大会的通知
Shang Hai Zheng Quan Bao· 2025-10-10 18:15
Group 1 - The company will hold its fourth extraordinary general meeting of shareholders on October 27, 2025, utilizing both on-site and online voting methods [3][32][4] - The online voting system will be the Shanghai Stock Exchange's shareholder meeting online voting system, with voting available from 9:15 AM to 3:00 PM on the day of the meeting [3][5] - The meeting will take place at the company's office located at No. 158, Changxiang Road, Nanxiang Town, Jiading District, Shanghai, starting at 2:30 PM [3][11] Group 2 - The board of directors has approved the proposal to cancel the supervisory board and amend the company's articles of association and related rules, which will be submitted for shareholder approval [19][26][21] - The supervisory board's responsibilities will be transferred to the audit committee of the board of directors, and the relevant rules regarding the supervisory board will be abolished [36][19][29] - The company will revise and establish certain corporate governance systems in line with the cancellation of the supervisory board [38][39]
宁波海运股份有限公司
Shang Hai Zheng Quan Bao· 2025-10-10 18:15
Core Viewpoint - Ningbo Marine Co., Ltd. is undergoing significant governance changes, including the cancellation of its supervisory board and amendments to its articles of association, which will be submitted for approval at the upcoming shareholder meeting [1][26][27]. Group 1: Board Decisions - The board approved the proposal to cancel the supervisory board and amend the company's articles of association, which will require shareholder approval [1][26]. - The board also approved the revision, repeal, and re-establishment of certain governance systems, which will also be submitted for shareholder approval [2]. - The board nominated Mr. Wang Jingyi as a candidate for the tenth board of directors, pending shareholder approval [3]. Group 2: Shareholder Meeting - The second extraordinary general meeting of shareholders is scheduled for October 28, 2025, with both on-site and online voting options available [7][8]. - The meeting will review several proposals, including the cancellation of the supervisory board and the nomination of board candidates [9][10]. - Shareholders must register for the meeting by October 24, 2025, and can delegate voting rights to representatives [14]. Group 3: Shareholder Rights and Voting - The voting process will utilize a cumulative voting system for the election of directors, allowing shareholders to allocate votes among candidates [18]. - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with specific timeframes for voting [10][11]. - The company emphasizes that all voting must be completed before submission, and any excess votes will be considered invalid [11].
索通发展股份有限公司 股东减持股份计划公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-10-09 04:58
Group 1 - The core point of the announcement is that Ningbo Ningju Asset Management Center (Limited Partnership) - Ningju Yingshanhong No. 3 Private Securities Investment Fund plans to reduce its holdings in Suotong Development Co., Ltd. due to its own funding needs [2][3][4] - As of the announcement date, Ningju Yingshanhong No. 3 holds 27.1 million shares, accounting for 5.44% of the total share capital of the company [2] - The reduction plan involves selling up to 4.98 million shares, which is no more than 1% of the company's total share capital, through centralized bidding within three months after the announcement [3][4] Group 2 - The company has received a notice from a shareholder holding more than 5% of the shares regarding the share reduction plan, and there are no concerted actions among the shareholders [4] - The reduction plan is compliant with relevant laws and regulations, and the company will urge the reducing party to strictly adhere to legal obligations and timely disclose information during the reduction period [8] - The company has a total external guarantee amount of RMB 1,685,256.27 million, which accounts for 325.92% of the audited net assets for the year 2024 [39]
陕西黑猫焦化股份有限公司 关于子公司之间转移产能指标的公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-10-01 05:10
Core Points - The company is transferring a urea production capacity of 480,000 tons per year from its subsidiary Longmen Coal Chemical to its wholly-owned subsidiary Xinjiang Heimao Coal Chemical due to market demand and resource optimization [2][4]. Group 1: Capacity Transfer Overview - Longmen Coal Chemical, a subsidiary of the company, holds a urea production capacity of 480,000 tons per year [2]. - The transfer is based on market conditions, including agricultural production needs in Xinjiang and the demand from downstream compound fertilizer manufacturers [2]. Group 2: Future Arrangements - The urea project at Xinjiang Heimao Coal Chemical is still in the preliminary research phase, and construction will proceed after feasibility studies and necessary approvals are completed [3]. Group 3: Impact on the Company - The capacity transfer is part of internal resource optimization and aligns with the company's overall strategic deployment, ensuring no adverse effects on the company's operations or profitability [4]. Group 4: Borrowing from Controlling Shareholder - The company plans to borrow up to 2 billion yuan from its controlling shareholder, Shaanxi Huanghe Mining Group, for short-term funding needs, with a borrowing period from January 1, 2025, to December 31, 2025 [17][18]. - The borrowing will be executed in multiple tranches as needed, with interest rates not exceeding the market loan rates, and no collateral is required [18]. Group 5: Financial Status of Controlling Shareholder - As of December 31, 2024, the controlling shareholder had total assets of approximately 9.36 billion yuan and net assets of about 4.94 billion yuan [21]. - The financial data as of June 30, 2025, showed total assets of approximately 9.71 billion yuan, with a net loss of about 2.25 million yuan [21]. Group 6: Impact of Borrowing - The borrowing from the controlling shareholder is intended for daily operational activities and reflects the shareholder's support for the company, with no harm to the interests of the company or minority shareholders [22].
西安爱科赛博电气股份有限公司关于使用自有资金支付募投项目部分款项并以募集资金等额置换的公告
Shang Hai Zheng Quan Bao· 2025-09-29 21:20
Core Points - The company has revised its Articles of Association and made non-substantive amendments, which require approval from the shareholders' meeting [1][2] - The company has undergone changes in its board of directors, with resignations and new appointments, ensuring compliance with legal requirements [3][4][5] - The company has approved the use of its own funds to pay for part of the fundraising project expenses, which will be replaced with raised funds later [15][16][21] Group 1: Articles of Association and Governance - The company has made non-substantive revisions to its Articles of Association, which include minor wording changes and adjustments to clause numbering and punctuation [1] - Several governance systems have been revised or established in conjunction with the amendments to the Articles of Association, with some requiring shareholder approval [2][40] - The board of directors has proposed to cancel the supervisory board and amend the Articles of Association accordingly, which is pending shareholder approval [36][37] Group 2: Board Changes - Three directors, including one who is also a senior manager, have submitted their resignations, with one continuing in a management role [4][5] - The company has nominated new candidates for the board of directors to fill the vacancies created by the resignations, which will be submitted for shareholder approval [6][42] - The company has elected a new employee representative director during a staff representative meeting [8] Group 3: Fundraising and Financial Management - The company has approved the use of its own funds to cover part of the expenses for fundraising projects, with plans to replace these funds with raised capital later [15][16] - The total amount raised from the initial public offering was approximately 1.44 billion yuan, with a net amount of about 1.32 billion yuan after expenses [16] - The company has outlined the reasons for using its own funds initially, including operational efficiency and compliance with banking regulations [17][18][19] Group 4: Committee Appointments - The company has made appointments to its strategic committee, remuneration and assessment committee, and audit committee following recent board changes [9][46] - The appointments are intended to ensure the smooth operation of these committees and are effective until the end of the current board's term [9][46] Group 5: Monitoring and Compliance - The supervisory board has expressed its agreement with the company's decision to use its own funds for project expenses, confirming compliance with regulations [23][30] - The underwriting institution has also provided a favorable review of the company's financial management practices regarding the use of raised funds [25][26]
重庆涪陵电力实业股份有限公司
Shang Hai Zheng Quan Bao· 2025-09-29 21:08
Meeting Information - The third extraordinary general meeting of shareholders for 2025 is scheduled for October 23, 2025, at 15:00 [2] - The meeting will be held at the company's conference room located at No. 20 Wangzhou Road, Fuling District, Chongqing [2] - Voting will be conducted through a combination of on-site and online methods using the Shanghai Stock Exchange's voting system [2][3] Voting Procedures - Online voting will be available on October 23, 2025, during specific trading hours: 9:15-9:25, 9:30-11:30, and 13:00-15:00 [3] - Shareholders can vote via the trading system or the internet voting platform, with identity verification required for first-time users [7] - Shareholders holding multiple accounts can aggregate their voting rights across all accounts [7] Agenda Items - The meeting will review several proposals, including the cancellation of the supervisory board and amendments to the company's articles of association [22][25] - The election of candidates for the ninth board of directors, including both non-independent and independent directors, will also be on the agenda [29][35] Attendance and Registration - Shareholders registered by the close of trading on the registration date are entitled to attend the meeting [12] - Registration will take place on October 21 and 22, 2025, at the company's office [14] Contact Information - For inquiries, shareholders can contact Liu Xiao at 023-72286349 or via email at flepc600452@163.com [16]
上海新南洋昂立教育科技股份有限公司第十一届董事会第二十一次会议决议公告
Shang Hai Zheng Quan Bao· 2025-09-29 21:08
Core Viewpoint - The company has decided to cancel its supervisory board and amend its articles of association and related governance rules, which will be submitted for approval at the upcoming extraordinary general meeting of shareholders [3][51]. Group 1: Board Meeting Details - The 21st meeting of the 11th Board of Directors was held on September 29, 2025, via telecommunication, with all 11 directors present, confirming the meeting's legality and effectiveness [2]. - The meeting approved the proposal to cancel the supervisory board and amend the articles of association and related governance rules, which will be published on the Shanghai Stock Exchange website [3][51]. Group 2: Governance System Amendments - The board approved several amendments to governance systems, including the independent director working rules, audit committee working rules, and the abolition of the annual report working regulations for the audit committee, all pending shareholder approval [6][9][11]. - The board also approved amendments to the nomination committee, remuneration and assessment committee, strategic committee, and various management methods, all requiring further shareholder review [13][16][19][22][24][26][28][30][32][34][36][38][40][42]. Group 3: Board Election - The board proposed to conduct an election for the 12th Board of Directors, consisting of 11 members, including 4 independent directors and 1 employee director, with candidates nominated and approved by the board [44][45]. - The election will be conducted at the upcoming extraordinary general meeting, with specific voting requirements for non-independent directors due to the number of candidates exceeding available positions [46][47]. Group 4: Upcoming Shareholder Meeting - The board approved the proposal to convene the 2025 second extraordinary general meeting of shareholders, with details to be published in relevant financial newspapers and on the Shanghai Stock Exchange website [48][49].