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卧龙电驱: 卧龙电驱股东会议事规则(2025-07-13)
Zheng Quan Zhi Xing· 2025-07-14 10:18
卧龙电气驱动集团股份有限公司 股东会议事规则 第一章 总则 第一条 为规范卧龙电气驱动集团股份有限公司(以下简称"公司")行为, 保证股东会依法行使职权,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"《证券法》")、《上市公司 股东会规则》及《卧龙电气驱动集团股份有限公司章程》(以下简称"《公司章 程》")的相关规定,制定《卧龙电气驱动集团股份有限公司股东会议事规则》 (以下简称"本规则")。 第二条 公司应当严格按照法律、行政法规、《公司章程》及本规则的相关 规定召开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应当 勤勉尽责,确保股东会正常召开和依法行使职权。 第三条 股东会应当在《公司法》和《公司章程》规定的范围内行使职权。 (六) 对公司合并、分立、解散、清算或者变更公司形式作出决议; (七) 修改《公司章程》; (八) 对公司聘用、解聘承办公司审计业务的会计师事务所作出决议; (九) 审议批准本规则第六条规定的担保事项; 第 1 页 共 12 页 (十) 审议公司在一年内购买、出售重大资产超过公司最近 ...
日盈电子: 股东会议事规则(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-14 09:09
江苏日盈电子股份有限公司 股东会议事规则 第一章 总 则 第一条 为规范江苏日盈电子股份有限公司(以下简称"公司")行为,保 证公司股东会依法行使职权,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"《证券法》")等有关规定和《江 苏日盈电子股份有限公司章程》(以下简称"《公司章程》")的规定,制定本规 则。 第二条 公司应当严格按照法律、法规、规范性文件、 《公司章程》及本规 则的相关规定召开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应 当勤勉尽责,确保股东会正常召开和依法行使职权。 第三条 股东会是公司的权力机构,应当在《公司法》等相关法律、法规、 规范性文件以及《公司章程》规定的范围内行使下列职权: (一)选举和更换非由职工代表担任的董事,决定有关董事的报酬事项; (二)审议批准董事会的报告; ?? (六)对公司合并、分立、解散、清算或者变更公司形式作出决议; ?? (七)修改本章程; ?? (九)审议批准《公司章程》规定的担保事项;?? (十)审议公司在一年内购买、出售重大资产超过公司最近一期经审 ...
影石创新: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-11 11:19
General Principles - The rules are established to protect the legal rights of shareholders and clarify the responsibilities and powers of the shareholders' meeting in accordance with relevant laws and regulations [1][2] - The company must strictly follow legal and regulatory requirements when convening shareholders' meetings to ensure shareholders can exercise their rights [1][2] - The shareholders' meeting is the company's decision-making body and must operate within the scope defined by laws and the company's articles of association [1][3] Types of Meetings - The company shall hold an annual shareholders' meeting once a year within six months after the end of the previous fiscal year [2] - Temporary shareholders' meetings must be convened within two months of certain events, such as insufficient directors or significant losses [2][3] Meeting Convening - The board of directors is responsible for convening the shareholders' meeting within the stipulated time [6] - Independent directors can propose a temporary shareholders' meeting, and the board must respond within ten days [6][8] Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [13] - The company must notify shareholders of the meeting at least 20 days in advance for annual meetings and 15 days for temporary meetings [15][18] Voting and Resolutions - Voting at the shareholders' meeting is conducted by registered ballot, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds majority [34][35] - Related shareholders must abstain from voting on transactions that involve them [38] Meeting Records - The company must maintain accurate records of the meeting, including details of attendees, proposals, and voting results [54][55] - Meeting records must be preserved for at least ten years [55] Amendments and Effectiveness - The rules become effective upon approval by the shareholders' meeting and can be amended similarly [56][57] - Any matters not covered by these rules will be governed by relevant national laws and the company's articles of association [58]
西大门: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-10 16:22
General Principles - The rules are established to regulate the behavior of Zhejiang Xidamen New Materials Co., Ltd. and ensure shareholders can exercise their rights according to relevant laws and regulations [1][2] - The company must hold shareholder meetings in strict accordance with the law, administrative regulations, and the company's articles of association [1][2] Shareholder Meeting Types - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held once a year within six months after the end of the previous fiscal year [1][2] - Temporary meetings are called as needed, within two months of the occurrence of events that require such meetings [1][2] Meeting Procedures - If the company cannot hold a meeting within the specified time, it must report to the local China Securities Regulatory Commission and the Shanghai Stock Exchange, explaining the reasons [2] - Legal opinions must be obtained on the legality of the meeting's procedures, participant qualifications, and voting results [2] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and be clearly defined [5][6] - The board of directors, audit committee, and shareholders holding more than 1% of shares can propose items for discussion [5][6] Meeting Conduct - The meeting must be held at the company's registered address or a location specified in the articles of association, and can utilize online methods for shareholder participation [8][9] - Shareholders can attend in person or appoint proxies to vote on their behalf [8][9] Voting and Decision Making - Each share carries one vote, and shareholders must declare their voting intentions as agree, disagree, or abstain [13][14] - The voting results must be announced immediately after the meeting, detailing the number of votes and the outcome of each proposal [14][15] Record Keeping - Meeting records must include details such as time, location, agenda, and attendance, and must be preserved for at least ten years [15][16] - The company must ensure that decisions made at the meeting are executed promptly and in accordance with the law [16][17] Compliance and Legal Obligations - The company must not disclose any undisclosed material information during the shareholder meeting [17] - Any disputes regarding the legality of the meeting procedures or resolutions can be brought to court within 60 days [16][17]
中辰股份: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-10 16:21
General Principles - The rules are established to regulate the behavior of the listed company and ensure shareholders can exercise their rights according to the Company Law, Securities Law, and the company's articles of association [1][2] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] Nature and Powers of the Shareholders' Meeting - The shareholders' meeting is the highest authority of the company [2] - The meeting has the power to elect and replace directors, approve profit distribution plans, and make decisions on significant asset transactions exceeding 30% of the latest audited total assets [2][3] Convening the Shareholders' Meeting - The board of directors must convene the shareholders' meeting within the specified timeframe [4][5] - Independent directors can propose to convene a temporary shareholders' meeting, and the board must respond within ten days [5][6] Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and comply with legal requirements [8][9] - Shareholders holding more than 1% of shares can submit temporary proposals ten days before the meeting [8][9] Conducting the Shareholders' Meeting - The meeting must be held at the company's registered location or a designated place, allowing for both in-person and remote participation [10][11] - All shareholders or their proxies have the right to attend the meeting and exercise voting rights [11][12] Voting Procedures - Each share carries one vote, and the company’s own shares do not have voting rights [11][12] - Voting results must be announced immediately after the meeting, and detailed records of the meeting must be maintained for at least ten years [17][18] Amendments to the Rules - The rules can be modified by a decision of the shareholders' meeting, and any amendments must be reported to the board for drafting [21][22]
中兵红箭: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-10 11:12
Core Points - The document outlines the rules for the shareholders' meeting of China North Industries Group Corporation (中兵红箭股份有限公司), ensuring compliance with the Company Law and Securities Law of the People's Republic of China [1][2][19] - The shareholders' meeting is categorized into annual and temporary meetings, with specific timelines for their convening [5][8] - Legal opinions must be obtained for various aspects of the meeting, including the legality of the convening process and the qualifications of attendees [2][22] Group 1 - The company must strictly adhere to legal regulations and its articles of association when convening shareholders' meetings [1][19] - The board of directors is responsible for organizing the meetings and ensuring that shareholders can exercise their rights [3][4] - Shareholders holding more than 10% of the company's shares can request a temporary meeting, and the board must respond within ten days [10][24] Group 2 - Proposals for the meeting must be submitted in writing and should fall within the scope of the shareholders' meeting authority [14][15] - Shareholders can propose temporary items for discussion at least ten days before the meeting [7][15] - The notice for the annual meeting must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [16][17] Group 3 - The meeting must be held at the company's registered address or another specified location, and it should be conducted in a manner that allows for both in-person and remote participation [21][29] - Voting procedures must be clearly outlined in the meeting notice, including the timing for online voting [22][31] - The results of the voting must be announced immediately after the meeting, and detailed records must be kept for ten years [40][42]
富春染织: 富春染织股东会议事规则(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-09 16:10
General Provisions - The rules are established to clarify the responsibilities and powers of the shareholders' meeting, standardize its organization and behavior, and ensure the legal exercise of rights by shareholders [2][3]. Shareholders' Meeting Authority - The shareholders' meeting is the company's authority body, responsible for approving related party transactions exceeding 30 million yuan and accounting for more than 5% of the latest audited net assets [3]. - The meeting also has the authority to approve changes in the use of raised funds, equity incentive plans, and other matters as stipulated by laws and regulations [3]. Meeting Types and Conditions - The company holds an annual shareholders' meeting once a year within six months after the end of the previous accounting year [5]. - Temporary meetings must be convened within two months of certain events, such as insufficient directors or requests from shareholders holding more than 10% of shares [6][7]. Notification of Meetings - Shareholders must be notified of the annual meeting at least 20 days in advance and temporary meetings at least 15 days in advance [9]. - Notifications must include meeting details, proposed agenda items, and the rights of shareholders to attend and vote [10]. Meeting Procedures - The meeting can be held at the company's registered address or other designated locations, and electronic communication methods may also be used [21]. - The meeting must maintain order, and only authorized individuals may attend [21][75]. Voting and Resolutions - Each share carries one vote, and the voting process must be transparent, with results announced immediately [52][66]. - Ordinary resolutions require more than half of the votes, while special resolutions require two-thirds [69]. Record Keeping - Detailed records of the meeting must be maintained, including attendance, proposals discussed, and voting results [40][79]. - The company must disclose the resolutions made at the meeting in a timely manner [72][83].
优优绿能: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-09 11:12
深圳市优优绿能股份有限公司 股东会议事规则 深圳市优优绿能股份有限公司 (2025 年 7 月) 第一章 总则 第一条 为规范深圳市优优绿能股份有限公司(以下简称"公司")股东会议事行 为,提高股东会议事效率,保证股东会依法行使职权,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》和《深圳市优优绿能股份有限公司 章程》 (以下简称《公司章程》)以及其他法律、法规和规范性文件的相关规定,结合公 司情况,制定本规则。 第二条 公司应当严格按照法律、行政法规、《公司章程》及本规则的相关规定召 开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应当勤勉尽 责,确保股东会正常召开和依法行使职权。 第三条 股东会是公司的权力机构,对公司重大事项行使最高决策权。股东会在《公 司法》和《公司章程》规定的权限范围内行使职权。 第四条 股东会分为年度股东会和临时股东会。年度股东会每年召开一次,应当于 上一会计年度结束后的六个月内举行;临时股东会不定期召开,出现《公司法》和《公 司章程》规定的应当召开临时股东会的情形时,应当于事实发生之日起两个月内召开 ...
正弦电气: 股东会议事规则(2025年7月)
Zheng Quan Zhi Xing· 2025-07-08 11:18
Core Points - The document outlines the rules and regulations governing the shareholders' meetings of Shenzhen Zhengxian Electric Co., Ltd, ensuring compliance with relevant laws and protecting shareholders' rights [1][2][3] Group 1: General Provisions - The rules aim to clarify the responsibilities and powers of the shareholders' meeting, standardize its organization and behavior, and ensure the legality and effectiveness of the meeting procedures and resolutions [1] - The company must strictly adhere to laws, regulations, and its articles of association when convening shareholders' meetings [2] Group 2: Types of Shareholders' Meetings - Shareholders' meetings are categorized into annual and temporary meetings, with annual meetings required to be held within six months after the end of the previous fiscal year [2] - Temporary meetings must be convened within two months of the occurrence of events that necessitate such meetings [2] Group 3: Legal Opinions and Procedures - The company must hire a lawyer to provide legal opinions on the legality of the meeting's convening, the qualifications of attendees, and the validity of voting procedures [2][3] - The board of directors is responsible for timely organizing the shareholders' meetings and must respond to requests for temporary meetings from independent directors or shareholders holding over 10% of shares within ten days [3][5] Group 4: Proposals and Notifications - Proposals for the shareholders' meeting must fall within the scope of the meeting's authority and be clearly defined [6] - Shareholders holding at least 1% of shares can submit temporary proposals, which must be announced in advance [6][7] Group 5: Meeting Conduct and Voting - The shareholders' meeting must be held at the company's registered address or a location specified in the articles of association, and it should allow for both in-person and proxy attendance [8][9] - Voting procedures must be clearly outlined in the meeting notification, and all shareholders have the right to attend and vote [8][9] Group 6: Meeting Records and Announcements - Meeting records must include details such as the time, location, agenda, and attendance, and must be preserved for at least ten years [14] - Resolutions passed at the meeting must be announced promptly, detailing the number of attendees and the voting results [40][41]
移远通信: 股东会议事规则(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-08 09:17
General Principles - The rules are established to regulate the behavior of Shanghai Mijuan Communication Technology Co., Ltd. and ensure that the shareholders' meeting exercises its powers according to the law and company regulations [1][2] - The shareholders' meeting is the highest authority of the company, composed of all shareholders [1][2] Nature and Powers of the Shareholders' Meeting - The company must strictly follow legal and regulatory requirements when convening shareholders' meetings, ensuring shareholders can exercise their rights [1][2] - The shareholders' meeting can be classified into annual and extraordinary meetings, with specific conditions under which extraordinary meetings must be convened [1][2][3] Convening the Shareholders' Meeting - The board of directors is responsible for convening the shareholders' meeting within the stipulated timeframe [2][3] - Independent directors can propose extraordinary meetings, and the board must respond within ten days [2][3][4] Proposals and Notifications - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [5][6] - Shareholders holding more than 1% of shares can submit temporary proposals ten days before the meeting [5][6] Meeting Procedures - The company must hold the meeting at its registered address or another specified location [7][8] - Shareholders can attend in person or by proxy, and the meeting must be conducted in an orderly manner [7][8] Voting and Resolutions - Resolutions can be ordinary or special, with specific voting thresholds required for each type [16][17] - The results of the voting must be announced immediately after the meeting, and detailed records must be kept [17][18] Execution of Resolutions - The board of directors is responsible for organizing the execution of resolutions made during the shareholders' meeting [56][57] - Any amendments to the rules must be made in accordance with changes in laws or company decisions [58][59]