Core Viewpoint - Hangzhou First Applied Material Co., Ltd. has revised its articles of association, detailing various aspects of its organizational structure, management, and share-related matters, which aims to enhance governance and operational rules for stable development [1][9]. Company Overview - Hangzhou First Applied Material Co., Ltd. was established through the overall change of Hangzhou First Hot Melt Adhesive Film Co., Ltd. and was listed on the Shanghai Stock Exchange on September 5, 2014. The registered capital is RMB 2,608.735822 million, and it is a perpetual public company [2]. Share Regulations - The company issues shares based on principles of openness, fairness, and justice, with a par value of RMB 1 per share. The total number of shares issued at establishment was 90 million, and the current total issued shares amount to 2,608.735822 million, all of which are ordinary shares. There are strict regulations regarding share increases, decreases, and repurchases [3]. Shareholders and Shareholder Meetings - The company maintains a shareholder register based on certificates provided by the securities registration and settlement agency. The shareholder meeting is the power institution, held annually within six months after the end of the previous fiscal year, with provisions for extraordinary meetings under specific circumstances. The meeting has broad powers, including electing directors and approving significant company proposals [4]. Board of Directors - The board consists of 9 directors, including 3 independent directors and 1 employee representative. The board is responsible for convening shareholder meetings, executing resolutions, and determining operational plans. The chairman leads the meetings and ensures the execution of board resolutions [5]. Senior Management - The company has 1 general manager and 5 to 10 deputy general managers, along with other senior management roles. The general manager is responsible for the company's operational management and implementation of annual plans [6]. Financial Accounting, Profit Distribution, and Auditing - The company has established a financial accounting system and is required to submit annual and interim reports. Profit distribution is based on shareholder equity after legal reserves are deducted, and the board proposes distribution policies subject to shareholder approval. An internal audit system is in place, with the auditing firm selected through a rigorous process [7]. Mergers, Divisions, Capital Increases, Reductions, Dissolution, and Liquidation - Mergers can be conducted through absorption or new establishment, with specific conditions under which shareholder approval is not required. Divisions, capital increases, and reductions must follow prescribed procedures, and a liquidation group is formed in case of dissolution [9].

Core Viewpoint - The board of directors of Nanjing Central Plaza (Group) Co., Ltd. held its seventh meeting of the tenth session on August 25, 2025, where several key resolutions were passed, including the approval of the 2025 semi-annual report and amendments to the company's articles of association [1]. Group 1: Meeting Resolutions - The board approved the 2025 semi-annual report and its summary, with a unanimous vote of 7 in favor [1]. - The board agreed to amend the articles of association and related rules, eliminating the supervisory board and transferring its powers to the audit committee of the board, with a unanimous vote of 7 in favor [1]. - The board passed a resolution to formulate, amend, and abolish certain company systems to enhance governance, with a unanimous vote of 7 in favor [1]. - The board approved the reappointment of the accounting firm, with a unanimous vote of 7 in favor [1]. - The board resolved to convene the second extraordinary general meeting of shareholders in 2025 on September 19, 2025, to review the amendments to the articles of association and the reappointment of the accounting firm, with a unanimous vote of 7 in favor [1].

Summary of Key Points Core Viewpoint The announcement details the changes in the registered capital, company address, cancellation of the supervisory board, and amendments to the company's articles of association, along with the establishment of certain governance systems. Group 1: Changes in Registered Capital and Company Address - The company has completed the granting of the first category of restricted stock under the 2025 restricted stock incentive plan, resulting in a total share capital increase to 101.1495 million shares [2][4] - The company address has been changed from two locations to a single address at "No. 6 Tongsha Tonghuan Road, Dongcheng Street, Dongguan City, Guangdong Province" [2][4] Group 2: Cancellation of Supervisory Board and Amendments to Articles of Association - The supervisory board has been canceled, and its functions will be assumed by the audit committee of the board of directors, with the corresponding rules for the supervisory board being abolished [4][5] - Amendments to the articles of association are aimed at further standardizing company operations and governance, with specific changes including terminology adjustments and the removal of certain clauses [4][5] Group 3: Governance System Revisions - The company has revised and established several governance systems to enhance internal governance mechanisms, which will require approval from the shareholders' meeting for some of the proposed changes [5][7] - The revised articles of association and the details of the governance system changes will be disclosed on the Shanghai Stock Exchange website [7]

General Provisions - The purpose of the guidelines is to adapt to modern corporate governance, ensuring the correctness and rationality of major business decisions, and improving democratic and scientific decision-making levels [1][2] - The guidelines are binding on the president, vice presidents, and other senior management [1] Qualifications and Appointment of the President - The president must possess rich economic and management knowledge, strong management capabilities, and relevant work experience [2] - Certain disqualifications for the president include criminal convictions related to corruption, bankruptcy responsibilities, and being listed as a dishonest person by the court [2][3] Powers and Responsibilities of the President - The president is responsible for daily operations, implementing board resolutions, and proposing management structures and regulations [3][4] - The president must report to the board and cannot exceed the authority granted by the board [4] President's Office Meetings - The president's office meetings are held weekly to discuss major management decisions, ensuring scientific and rational decision-making [5][6] - The president must ensure that meeting minutes are recorded and decisions are followed up on [7] Reporting System - The president is required to report regularly or as needed to the board on the company's operational status, including annual plan implementation and major contracts [8]

General Provisions - The rules are established to standardize the decision-making process of the board of directors of Hangzhou Foster Applied Materials Co., Ltd. and to enhance the board's operational efficiency and decision-making quality [2] Board of Directors and Its Powers - The board consists of 9 directors, including 3 independent directors and 1 employee representative [13] - The board has various powers, including convening shareholder meetings, executing resolutions, determining business plans and investment proposals, and formulating profit distribution plans [14] Committees of the Board - The board establishes several specialized committees, including the Audit Committee, Strategic and Sustainable Development Committee, Nomination Committee, and Compensation and Assessment Committee, which are responsible to the board [3][4] - The Audit Committee must have a majority of independent directors and be chaired by a professional accountant [3] Chairman of the Board - The chairman is elected by a majority of the board and has the authority to convene and preside over meetings, supervise the execution of board resolutions, and manage information disclosure [4][5] Secretary of the Board - The board secretary is responsible for managing information disclosure, coordinating communication with investors, and preparing board and shareholder meetings [6][7] - The secretary must possess necessary professional knowledge and adhere to ethical standards [5] Board Meetings - The board must hold at least two meetings annually, with the chairman responsible for convening and presiding over these meetings [8] - Special meetings can be called under specific circumstances, with notifications sent at least 5 days in advance [8][9] Voting and Resolutions - A quorum requires the presence of more than half of the directors, and resolutions must be passed by a majority vote [10] - Directors with conflicts of interest cannot vote on related matters, ensuring that decisions are made by independent directors [10][11] Record Keeping - Meeting records must be maintained for at least ten years and should include details such as meeting dates, attendees, and voting results [12][13] Amendments and Implementation - The rules are subject to approval by the shareholders and can be amended by the board [14]

Core Points - The document outlines the operational guidelines for the General Manager of Yingke Recycling Resources Co., Ltd, aiming to enhance governance structure and operational efficiency [1][3][10] Group 1: General Provisions - The guidelines are established to improve the governance structure and operational efficiency of the company, ensuring the protection of shareholders' rights [1][3] - The company has a General Manager and several Vice General Managers, with the General Manager being responsible to the Board of Directors [3][4] Group 2: Qualifications and Appointment of the General Manager - Specific disqualifications for the General Manager include lack of civil capacity, criminal convictions related to corruption, and being listed as a dishonest executor by the court [4][5] - The appointment and dismissal of the General Manager must follow legal procedures and company regulations, with a term of three years [6][7] Group 3: Powers of the General Manager - The General Manager has the authority to manage daily operations, implement board resolutions, and report to the board [5][6] - Responsibilities include organizing annual business plans, proposing management structures, and overseeing financial budgets of subsidiaries [5][6] Group 4: Responsibilities of the General Manager - The General Manager must ensure compliance with national policies, protect company interests, and maintain safety in production [12][13] - The role includes setting specific duties for Vice General Managers and the Chief Financial Officer [12][13] Group 5: General Manager's Meeting System - The General Manager's office meetings are held to discuss significant management decisions, ensuring scientific and reasonable decision-making [14][15] - Meeting records must be maintained for ten years, and confidentiality must be upheld [17][21] Group 6: Major Business Activities - The General Manager is responsible for decisions on significant business matters, including financial operations and major contracts [23][24] - Timely reporting to the board on significant contracts and financial situations is required [26][28] Group 7: Responsibilities and Obligations - The General Manager must adhere to laws and company regulations, maintaining integrity and diligence in their duties [31][32] - Misuse of company funds or assets for personal gain is strictly prohibited [33][34]

第一章 总则 第一条 为促进南方出版传媒股份有限公司（以下简称 "公司"）经营管理的制度化、规范化、科学化，确保公司 重大经营决策的正确性、合理性，提高民主决策、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》）、 《南方出版传媒股份有限公司章程》 （以下简称《公司章程》） 制定本细则。 第二条 本细则旨在落实《公司法》、《公司章程》、 董事会赋予总经理班子的职权，明确其应履行的责任。 第二章 职责及分工 第三条 公司高级管理人员应当遵守法律、行政法规和 《公司章程》的规定，对公司负有忠实义务，应当采取措施 避免自身利益与公司利益冲突，不得利用职权牟取不正当利 益。 公司高级管理人员对公司负有下列忠实义务： （一）不得侵占公司财产、挪用公司资金； （二）不得将公司资金以其个人名义或者其他个人名 义开立账户存储； （三）不得利用职权贿赂或者收受其他非法收入； （四）未向董事会或者股东会报告，并按照《公司章程》 的规定经董事会或者股东会决议通过，不得直接或者间接与 本公司订立合同或者进行交易； （五）不得利用职务便利，为自己或者他人谋取属于公 司的商业机会，但向董事会或者股东会报告并经股东会决议 ...

Core Points - The article outlines the management system for the resignation of directors and senior management at Yingke Recycling Resources Co., Ltd, aiming to ensure stable corporate governance and protect shareholders' rights [1][2][3] Group 1: General Provisions - The system applies to all directors (including independent directors) and senior management personnel regarding their resignation, term expiration, dismissal, and other circumstances leading to actual departure [1] - The resignation of directors must be submitted in writing to the board, becoming effective upon receipt, with disclosure required within two trading days [1][2] Group 2: Resignation Circumstances and Effectiveness - Directors can resign before their term ends, and if a director's resignation leads to a board composition below the legal minimum, the original director must continue to fulfill their duties until a new director is elected [1][2] - The company must complete the election of a new director within 60 days if a resignation affects the board's legal composition [1][2] Group 3: Responsibilities and Obligations - Directors and senior management must complete handover procedures within five working days after resignation, including the transfer of all company documents and materials [3][4] - The obligations of loyalty and confidentiality continue for one year after the end of their term, and they must cooperate with the company in post-resignation audits [4][5] Group 4: Accountability Mechanism - Directors and senior management are liable for damages caused to the company due to violations of laws or company regulations during their tenure, and this liability does not cease upon resignation [5][6] - The board must review any claims against departing directors for unfulfilled commitments or other breaches of duty [6][7]

Core Points - The company establishes an audit committee to enhance internal control and governance structure [1] - The audit committee consists of three directors, with a majority being independent directors, including at least one accounting professional [3][4] - The audit committee is responsible for supervising internal and external audits, evaluating financial information, and ensuring compliance with laws and regulations [5][6] Group 1: Audit Committee Structure - The audit committee is a specialized committee under the board of directors, responsible for overseeing internal and external audits [1] - The committee members must dedicate sufficient time and effort to fulfill their responsibilities effectively [1] - The committee is required to have a chairperson who is an independent director with accounting expertise [3] Group 2: Responsibilities and Powers - The audit committee's main responsibilities include supervising external audit work, evaluating internal audit processes, and reviewing financial disclosures [5][6] - The committee has the authority to propose the hiring or replacement of external auditors and to review financial reports for accuracy and completeness [10][12] - The committee must report any violations of laws or regulations by directors or senior management to the board [16] Group 3: Meeting Procedures - The audit committee must hold at least one regular meeting each quarter, with additional meetings as necessary [10] - A quorum for meetings requires the presence of at least two-thirds of the members [10] - Meeting records must be kept, and all members are bound by confidentiality regarding the discussed matters [29]

我爱我家前身为昆明百货大楼（集团）股份有限公司，经昆明市经济体制改革委员会昆体改[1992]33号 文批准，由昆明百货大楼为独立发起人，以定向募集方式设立，于1992年11月30日注册登记，注册资本 9000万元。1993年向社会公众公开发行3000万股普通股，并于1994年2月2日在深圳证券交易所上市。 2018年公司名称变更为我爱我家控股集团股份有限公司，目前注册资本为235,550.0851万元。 股份发行与变动历程 公司的股份发行和变动经历了多个阶段。1992年设立时，昆明百货大楼以资产净值折股投入，后经多次 股份转让，控股股东历经变更，从昆明百货大楼到华夏西部经济开发有限公司，再到西藏太和先机投资 管理有限公司，实际控制人变更为谢勇先生。公司还进行了多次配股、增发和转增股本等操作，如1995 年配股新增1440万股，2017年非公开发行股份购买资产和募集配套资金等，最终股份总数达到 235,550.0851万股。 近日，我爱我家控股集团股份有限公司发布公告称，经2025年8月25日召开的第十一届董事会第十二次 会议审议修订了公司章程，该修订尚需提交2025年第一次临时股东大会审议。 公司基本情况 公 ...