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莲花控股: 莲花控股股份有限公司关于取消监事会、变更注册资本、修订《公司章程》及相关制度并办理工商变更登记的公告
Zheng Quan Zhi Xing· 2025-08-29 17:24
Core Viewpoint - Lianhua Holdings Co., Ltd. has announced the cancellation of its supervisory board, changes to its registered capital, and amendments to its articles of association, which will require approval from the shareholders' meeting [1][4]. Group 1: Cancellation of Supervisory Board - The company will abolish the supervisory board in accordance with relevant laws and regulations, with some of its powers being transferred to the audit committee of the board of directors [1][2]. - Current supervisors will be relieved of their duties upon the approval of this proposal by the shareholders' meeting, while the supervisory board will continue to perform its functions until then [2]. Group 2: Changes to Registered Capital - The company has approved the issuance of 1,321,000 restricted shares as part of its stock option and restricted stock incentive plan, increasing the total number of shares from 1,793,251,141 to 1,794,572,141 [2][3]. - Following the repurchase and cancellation of 570,000 restricted shares, the total number of shares will be adjusted to 1,794,002,141 [3]. Group 3: Amendments to Articles of Association - The company will revise its articles of association to comply with the latest legal requirements and to meet its operational needs [3][5]. - Specific amendments include changes to governance structures and internal regulations, which have been approved by the board and will be submitted for shareholder approval [5][6]. Group 4: Governance System Revisions - The company has revised several internal governance documents, including the rules for shareholders' meetings and board meetings, which will take effect upon approval by the shareholders' meeting [5][6]. - The revisions aim to enhance corporate governance and ensure compliance with applicable laws and regulations [5].
三一重能: 三一重能第二届监事会第十七次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:14
Meeting Overview - The second meeting of the Supervisory Board of SANY Heavy Energy Co., Ltd. was held, with all three supervisors present, and the meeting was conducted in accordance with relevant laws and regulations [1] Financial Reporting - The Supervisory Board approved the 2025 semi-annual report, confirming that the report accurately reflects the company's financial status and operational results, and that the preparation process adhered to confidentiality regulations [1][2] - The voting result for this agenda was unanimous, with 3 votes in favor [2] Fund Management - The Supervisory Board 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][3] - This agenda also received unanimous approval with 3 votes in favor [2] Related Transactions - The Supervisory Board approved an increase in the estimated daily related transactions for 2025, stating that these transactions are normal market activities and do not adversely affect the company or its shareholders [3][4] - This agenda will be submitted for approval at the shareholders' meeting [3] Governance Changes - The Supervisory Board agreed to abolish the Supervisory Board and amend the company's articles of association, transferring the supervisory functions to the Audit Committee of the Board of Directors [4] - This agenda will also be submitted for approval at the shareholders' meeting [4] Risk Management - The Supervisory Board approved an increase in the futures hedging business quota for 2025, stating that the decision aligns with actual business needs and includes appropriate risk control measures [4] - This agenda did not require submission to the shareholders' meeting and received unanimous approval [4]
南方航空: 南方航空关于修订《公司章程》《股东会议事规则》及《董事会议事规则》并取消监事会的公告
Zheng Quan Zhi Xing· 2025-08-29 17:14
Core Viewpoint - China Southern Airlines is revising its Articles of Association, Shareholders' Meeting Rules, and Board Meeting Rules, and will abolish the Supervisory Board, transferring its responsibilities to the Audit and Risk Management Committee of the Board [1][2]. Summary by Sections Company Articles of Association - The company will no longer have a Supervisory Board, with its powers being transferred to the Audit and Risk Management Committee [2]. - The legal representative of the company will be the chairman of the board, who will execute company affairs [3]. - The company’s assets are divided into equal shares, and shareholders are liable only to the extent of their subscribed shares [4]. Shareholders' Meeting Rules - The revised rules will allow shareholders to propose matters for discussion, and the rules will be subject to approval by the shareholders' meeting [2][4]. - The rules outline the rights and obligations of shareholders, ensuring equal rights for shareholders of the same class of shares [6][7]. Board Meeting Rules - The board will have the authority to make decisions regarding the company’s operations, including capital increases and significant asset transactions [6][7]. - The board is required to convene meetings under specific circumstances, such as when the number of directors falls below legal requirements [22][23]. Transition and Implementation - The revisions will take effect after approval by the shareholders' meeting [2]. - The company will ensure compliance with relevant laws and regulations during the transition [2][19].
首旅酒店: 北京首旅酒店(集团)股份有限公司关于修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-08-29 17:14
Core Viewpoint - Beijing Shoulv Hotel Group Co., Ltd. is proposing amendments to its Articles of Association, which require approval from the shareholders' meeting with a two-thirds majority vote from attending shareholders [1][2]. Summary by Sections Company Governance - The board of directors has approved the proposal to amend the Articles of Association, which is a special resolution requiring shareholder approval [1]. - The amendments include provisions regarding the appointment and responsibilities of the legal representative, ensuring that the company bears civil liability for actions taken by the legal representative [2][3]. Shareholder Rights and Obligations - The Articles serve as a binding document that regulates the rights and obligations between the company, shareholders, and management [3]. - Shareholders have the right to sue the company and its directors, supervisors, and senior management under the provisions of the Articles [3]. Share Issuance and Capital Increase - The company can increase its capital through various methods, including public and private offerings, and must adhere to the stipulations regarding the issuance of shares [5][6]. - The board can decide on share issuance within three years, provided it is approved by a two-thirds majority of the board [6]. Shareholder Meetings - The procedures for convening shareholder meetings and voting must comply with legal and regulatory requirements [16][26]. - Shareholders holding a significant percentage of shares can request the convening of a temporary shareholders' meeting under certain conditions [24][27]. Legal Compliance and Responsibilities - The company and its directors must comply with laws and regulations, and any violations can lead to legal consequences [18][24]. - Shareholders are obligated to act in the company's best interest and may face liability for any damages caused by the abuse of their rights [20][21].
兴业银行: 兴业银行2025年第一次临时股东会会议文件
Zheng Quan Zhi Xing· 2025-08-29 17:11
兴业银行股份有限公司 现场会议时间:2025 年 9 月 17 日(上午 9:30 会议开始) 网络投票时间:采用上海证券交易所网络投票系统。通过交易 系 统 投 票 平 台 的 投 票 时 间 为 9 月 17 日 互 联 网 投 票 平 台 的 投 票 时 间 为 9 月 17 日 会议地点:福州市台江区江滨中大道 398 号兴业银行大厦会议室 主持人:吕家进董事长 兴业银行股份有限公司 为维护全体股东的合法权益,确保股东会的正常秩序和议事 效率,保证会议的顺利召开,根据中国证监会《上市公司股东会 规则》、公司章程和公司股东会议事规则等规定,特制定本须知。 一、宣读股东会注意事项 一、本公司根据《公司法》《证券法》《上市公司股东会规 则》和公司章程的规定,认真做好召开股东会的各项工作。 二、宣布会议开始 三、报告并审议议案 四、集中回答与议题相关的提问 五、议案表决 二、本公司设会议秘书处,具体负责股东会有关程序方面的 事宜。 三、股东参加股东会依法享有发言权、质询权、表决权等权 利。 四、股东要求发言或质询的,应当自股权登记日(2025 年 9 月 11 日)起先向董事会办公室登记报名,并通过书面方式提 ...
万业企业: 上海万业企业股份有限公司关于取消监事会及修订《公司章程》、制定及修订公司部分管理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 17:02
Core Viewpoint - Shanghai Wanye Enterprise Co., Ltd. plans to cancel its supervisory board and amend its articles of association to enhance corporate governance and comply with updated regulations [1][2]. Group 1: Cancellation of Supervisory Board - The company aims to improve its governance structure by abolishing the supervisory board, with the audit committee of the board taking over its statutory responsibilities [1][2]. - The proposal to cancel the supervisory board requires approval from the shareholders' meeting [1][2]. Group 2: Amendments to Articles of Association - The amendments to the articles of association are intended to align with the latest legal and regulatory requirements, ensuring that corporate governance remains compliant [2][3]. - Specific changes include the removal of references to the supervisory board and the introduction of terms related to the audit committee [3][4]. - The articles will also standardize terminology, such as changing "shareholders' meeting" to "shareholders' assembly" [3][4]. Group 3: Impact on Current Supervisors - Following the cancellation of the supervisory board, current members, including Jin Weizhao and others, will no longer hold their positions [2][3]. - The company expresses gratitude for the contributions made by the outgoing supervisors during their tenure [2].
国联股份: 2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order during the meeting [1][4] - The meeting will discuss several key proposals, including a credit facility and guarantee matters, the cancellation of the supervisory board, and amendments to the company's articles of association [4][6][7] Meeting Details - The meeting is scheduled for September 16, 2025, at 14:30, with a physical location in Beijing and online voting available [4][5] - Shareholders must sign in and present valid identification and documentation to participate [2][3] Proposals to be Discussed - Proposal 1: The company plans to apply for a total credit facility of up to 1.3 billion RMB from banks and financial institutions, with guarantees not exceeding the same amount [4][6] - Proposal 2: The company proposes to cancel the supervisory board, transferring its responsibilities to the audit committee of the board of directors [7][8] - Proposal 3: The company intends to amend and establish certain governance systems in accordance with regulatory requirements [8][9]
华荣股份: 第五届监事会第十七次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 16:40
Core Viewpoint - The Supervisory Board of Huaron Technology Co., Ltd. convened a meeting to review and approve the 2025 semi-annual report and other significant proposals, ensuring compliance with legal and regulatory requirements [1][2][3] Group 1: Meeting Overview - The 17th meeting of the 5th Supervisory Board was held on August 15, 2025, with all three supervisors present, confirming compliance with relevant laws and regulations [1] - The meeting was chaired by Ms. Hu Zhiwei, the chairperson of the Supervisory Board [1] Group 2: Resolutions Passed - The 2025 semi-annual report and its summary were approved, confirming that the content accurately reflects the company's operational and financial status [1][2] - A proposal to cancel the Supervisory Board, change registered capital, and amend the Articles of Association was approved for submission to the first extraordinary general meeting of shareholders in 2025 [2] - The remuneration for independent directors of the 6th Board was set at 120,000 yuan per person per year (pre-tax), to be paid semi-annually, pending approval at the upcoming shareholders' meeting [2] - A proposal to change the accounting firm was approved for submission to the first extraordinary general meeting of shareholders in 2025 [3] - A proposal to adjust the repurchase price of restricted stock under the 2023 incentive plan and to repurchase and cancel part of the restricted stock was approved [3]
京仪装备: 京仪装备关于修订《公司章程》并办理工商变更登记及修订部分管理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 16:40
Group 1 - The company has decided to abolish the supervisory board and transfer its powers to the audit committee of the board of directors, in accordance with the Company Law and relevant regulations [1][2] - The company has revised its Articles of Association and related governance documents to reflect this change, aiming to enhance operational standards [1][2] - The specific amendments to the Articles of Association include changes to the roles and responsibilities of the chairman and the legal representative of the company [2][3] Group 2 - The revised Articles of Association clarify that the chairman serves as the legal representative of the company, and the company must appoint a new legal representative within 30 days if the current one resigns [2][3] - The company’s assets are divided into equal shares, and shareholders are liable for the company's debts only to the extent of their subscribed shares [2][3] - The company has established rules for the issuance of shares, ensuring equal rights for all shares of the same category [4][5] Group 3 - The company has set forth provisions regarding the rights and obligations of shareholders, including the right to receive dividends and participate in shareholder meetings [8][9] - Shareholders can sue the company’s directors, supervisors, and senior management if they believe their rights have been violated [3][8] - The company has outlined the procedures for convening shareholder meetings and the requirements for proposals to be submitted by shareholders [20][24]
众鑫股份: 关于第二届监事会第五次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 16:40
证券代码:603091 证券简称:众鑫股份 公告编号:2025-046 浙江众鑫环保科技集团股份有限公司 二、议案审议情况 经监事会审议,最终以记名表决方式通过了如下决议: (一)审议通过《关于公司<2025年半年度报告及摘要>的议案》; 根据《证券法》《上市公司信息披露管理办法》等法律法规的有关规定,公 司监事会对董事会编制的公司《2025 年半年度报告及摘要》进行了认真、严格的 审核,并提出如下书面审核意见: (1)公司《2025 年半年度报告及摘要》的编制和审议程序符合法律、法规、 《公司章程》和公司内部管理制度的各项规定; (2)公司《2025 年半年度报告及摘要》的内容和格式符合中国证监会和上海 证券交易所的各项规定,所包含的信息能从各个方面真实地反映公司 2025 年半年 度的经营管理和财务状况等事项; (3)公司监事会在提出审核意见前,没有发现参与公司《2025 年半年度报告 及摘要》编制和审议的人员有违反保密规定的行为; 第二届监事会第五次会议决议公告 本公司监事会及全体监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法律责任。 一、会议召 ...