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中际联合: 中际联合第四届董事会第十四次会议决议公告
Zheng Quan Zhi Xing· 2025-08-22 16:11
Core Viewpoint - The board of directors of Zhongji United (Beijing) Technology Co., Ltd. held its 14th meeting of the 4th session, where several important resolutions were passed regarding the company's financial report, fundraising, profit distribution, and governance structure [1][2][3]. Group 1: Financial and Operational Updates - The company approved the 2025 semi-annual report and summary, detailing its operational results, financial status, and share changes [1]. - A special report on the storage and actual use of raised funds for the first half of 2025 was also approved [2]. - The company plans to distribute a cash dividend of 0.37 yuan per share (including tax) to all shareholders [2]. Group 2: Business Operations and Governance Changes - The total limit for foreign exchange derivative trading business was increased from 35 million USD to 125 million USD [2]. - The company proposed to abolish the supervisory board and modify its English name, along with amendments to the company’s articles of association [3]. - Several internal governance documents, including the rules for shareholder meetings, board meetings, and investor relations management, were revised [4][5][6]. Group 3: Additional Governance and Compliance Measures - The company revised various management systems, including those for external investment, external guarantees, related party transactions, and internal auditing [6][9][10]. - New management systems were established for the resignation of directors and senior management, as well as for the temporary suspension and exemption of information disclosure [12][13]. - The company scheduled its first extraordinary general meeting of 2025 for September 8, 2025 [13][14].
创力集团: 创力集团第五届董事会第十八次会议决议公告
Zheng Quan Zhi Xing· 2025-08-22 11:14
Core Points - The company held its 18th meeting of the 5th Board of Directors on August 22, 2025, with all 7 directors present, ensuring compliance with legal and regulatory requirements [1] - The meeting approved the 2025 semi-annual report, which was reviewed by the Audit Committee and deemed to reflect the company's operational status accurately [2] - The company proposed to abolish the Supervisory Board, transferring its functions to the Audit Committee, and will amend the Articles of Association accordingly, pending shareholder approval [2][3] - The company plans to revise and supplement internal regulations to align with current laws and policies, following the abolition of the Supervisory Board [3] - The company’s subsidiary, Shanghai Shen Chuan Electric Co., Ltd., donated 5 million yuan to the Anhui University of Science and Technology Education Development Foundation to support two high-end research platforms [4] - The meeting also approved a proposal to convene the first temporary shareholders' meeting of 2025 [4]
江化微: 江阴江化微电子材料股份有限公司关于取消监事会并修订《公司章程》及制定、修订公司部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-22 10:18
证券代码:603078 证券简称:江化微 公告编号:2025-027 江阴江化微电子材料股份有限公司 关于取消监事会并修订《公司章程》 及制定、修订公司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、准确性和完整性承担法律责任。 江阴江化微电子材料股份有限公司(以下简称"江化微"或"公司")于 2025 年 8 月 22 日召开第五届董事会第十八次会议,审议通过了《关于取消监事会并 修订 <公司章程> 的议案》《关于修订、制定公司部分治理制度的议案》。现将有 关情况公告如下: 一、 取消监事会 根据《中华人民共和国公司法》 (以下简称"《公司法》") 《关于新公司法配 套制度规则实施相关过渡期安排》 (以下简称"《章程指引》") 《上市公司章程指引》 等有关法律法规和规范性文件的规定,并结合公司实际情况,公司将不再设置监 事会与监事,由董事会审计委员会行使《公司法》规定的监事会职权,同时《公 司监事会议事规则》相应废止,公司各项规章制度中涉及监事会、监事的规定不 再适用。 公司股东大会审议通过取消监事会前,公司第五届监事会仍将严格按照《 ...
中航高科: 中航航空高科技股份有限公司第十一届董事会2025年第五次会议决议公告
Zheng Quan Zhi Xing· 2025-08-22 10:13
Core Points - The company held its fifth meeting of the 11th Board of Directors on August 22, 2025, where several key resolutions were passed [1][2] - The company approved its 2025 semi-annual report with unanimous support from the board members [1][2] - A comprehensive action plan titled "Quality Improvement and Efficiency Enhancement to Return to Profitability" was also approved [1] - Multiple amendments to the company's articles of association and governance rules were passed, including revisions to the board meeting rules and independent director work system [2] - The board received reports on the company's 2025 semi-annual operational performance and a risk assessment report regarding related party loans with AVIC Finance [3]
兰剑智能: 兰剑智能科技股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-22 08:13
Core Viewpoint - The company is convening its first extraordinary general meeting of shareholders in 2025 to discuss the cancellation of the supervisory board, changes to the registered capital, and amendments to the Articles of Association, along with necessary business registration procedures [8][9]. Group 1: Meeting Procedures - The meeting will ensure the verification of attendees' identities to maintain order and efficiency [1]. - Attendees must arrive on time for registration, as latecomers will not be allowed to participate in voting [2]. - The meeting will follow a predetermined agenda for reviewing and voting on proposals [3]. Group 2: Voting and Participation Rights - Shareholders and their representatives have the right to speak, inquire, and vote during the meeting [2]. - Voting will be conducted through both on-site and online methods, with specific time frames for each [4][6]. - Shareholders must express their opinions on proposals as either in favor, against, or abstaining, and must sign their ballots [3][8]. Group 3: Proposed Changes - The company plans to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [8]. - The registered capital will increase from RMB 102,207,980 to RMB 102,679,640 due to the completion of the stock incentive plan [8]. - Amendments to the Articles of Association will include the removal of references to the supervisory board and adjustments to other related provisions [9]. Group 4: Governance and Compliance - The company will revise and establish certain governance systems in accordance with updated laws and regulations [11]. - A total of twelve sub-proposals will be presented for non-cumulative voting during the meeting [11]. - Legal opinions will be provided by a law firm present at the meeting to ensure compliance [12].
浙江夏厦精密制造股份有限公司 2025年半年度募集资金存放 与使用情况专项报告
Zheng Quan Ri Bao· 2025-08-21 23:35
Group 1 - The company raised a total of RMB 831,265,000 by issuing 15,500,000 shares at a price of RMB 53.63 per share, with a net amount of RMB 749,956,497.94 after deducting fees [1][4][41] - The company established five special accounts for the management of raised funds, ensuring compliance with relevant regulations [2][3] - The company has implemented a cash management plan for temporarily idle raised funds, allowing up to RMB 250 million for investment in low-risk financial products [4][5] Group 2 - The company has not encountered any abnormal situations regarding the investment projects funded by the raised capital [6] - The "Xiaxia Precision R&D Center Project" is expected to contribute indirectly to the company's economic growth through innovation, despite not generating direct economic benefits [6] - The company has not changed the use of raised funds for investment projects [6] Group 3 - The company has disclosed all relevant information regarding the use of raised funds in a timely and accurate manner, adhering to legal and regulatory requirements [7][56] - The company has revised and established governance-related systems to enhance operational standards and governance structure [9][45]
新疆百花村医药集团股份有限公司
Core Viewpoint - The company is undergoing significant governance changes, including the cancellation of the supervisory board and amendments to the articles of association, which require shareholder approval [8][10][22]. Group 1: Governance Changes - The company plans to cancel the supervisory board and amend the articles of association, with non-substantive changes such as renaming "shareholders' meeting" to "shareholders' assembly" and changing "supervisory board" to "audit committee" [1][2][8]. - The amendments to the articles of association and related rules will be submitted for shareholder approval [9][10][22]. Group 2: Board Meeting Details - The company's ninth board meeting was held on August 20, 2025, with all 10 directors present, and the meeting was deemed valid [5]. - The board approved the 2025 semi-annual report and the proposal to cancel the supervisory board, with unanimous votes [6][8]. Group 3: Stock Option Plan - The company has decided to cancel 74,040 stock options from the 2021 stock option incentive plan due to failure to meet exercise conditions, completing the implementation of the plan [29][31]. - Following the cancellation, the total number of stock options exercised was 9,413,280, representing 62.76% of the total granted [32][34].
德美化工: 半年报董事会决议公告
Zheng Quan Zhi Xing· 2025-08-21 16:48
Core Points - The board of directors of Guangdong Demai Fine Chemical Group Co., Ltd. held its tenth meeting of the eighth session on August 20, 2025, with all nine directors present, and the meeting was deemed legally valid [1][2]. Group 1: Meeting Decisions - The board unanimously approved the 2025 semi-annual report and its summary, confirming the information's authenticity and completeness [2]. - The board agreed to the proposal for asset impairment provision, emphasizing that it reflects the company's financial status and asset value accurately [2][3]. - The board approved the special report on the use of raised funds for the first half of 2025, confirming compliance with relevant regulations [3]. - The board agreed to submit a proposal for a controlling subsidiary to provide guarantees for its associated company to the shareholders' meeting [4][5]. - The board approved a proposal for cooperation with non-related banks on seller guarantee buyer financing, which will be submitted to the shareholders' meeting [6]. Group 2: Governance and Regulation Amendments - The board approved amendments to the company's articles of association, transferring the powers of the supervisory board to the audit committee [7][8]. - The board agreed to revise the rules for shareholders' meetings and board meetings to enhance governance and decision-making processes [8][10]. - The board approved amendments to various internal management systems, including investment decision-making and fundraising management [11][12][14]. - The board decided to convene the first temporary shareholders' meeting of 2025 on September 8, 2025, with a registration date of September 3, 2025 [16].
纵横股份: 关于取消监事会、修订《公司章程》及部分公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-21 16:47
证券代码:688070 证券简称:纵横股份 公告编号:2025-041 成都纵横自动化技术股份有限公司 关于取消监事会、修订《公司章程》及部分公司 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。 成都纵横自动化技术股份有限公司(以下简称"公司")于 2025 年 8 月 21 日召开第三届董事会第八次会议,审议通过了《关于取消监事会、修订 <公司章> 程>及部分公司治理制度的议案》;同日公司召开了第三届监事会第七次会议,审 议通过了《关于取消监事会并修订 <公司章程> 的议案》。现将有关情况公告如下: 一、取消公司监事会并修订《公司章程》的原因及依据 根据《中华人民共和国公司法》《上市公司章程指引》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, 同时设置职工代表董事。在公司股东大会审议通过本事项之后,公司监事会设置 自然取消,公司监事职务自然免除,公司《监事会议事规则》等监事会相关制度 相应废止,同时《成都纵横自动化技术股份有限公司章程》(以下简称"《公司 章程》 ...
福瑞达: 鲁商福瑞达医药股份有限公司关于取消监事会及修订《公司章程》和部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-21 13:13
Group 1 - The company has decided to abolish the supervisory board and amend its articles of association and governance systems to comply with the new Company Law effective from July 1, 2024 [1][2] - The supervisory board's functions will be transferred to the audit committee of the board of directors, and relevant rules regarding the supervisory board will be abolished [1][2] - The amendments to the articles of association are based on the latest regulations from the Company Law, the Guidelines for Articles of Association of Listed Companies, and the Shanghai Stock Exchange Listing Rules [2][3] Group 2 - The company was established as a joint-stock company in 1993, with major sponsors including Wan Jie Group and several textile and chemical factories [3][4] - The company underwent a restructuring in 1998, merging with Shandong Zibo Wanjie Medical Co., Ltd., and received a new certificate of approval from the provincial government [4] - The company has undergone several regulatory confirmations and has been compliant with the Company Law since its establishment [4][5] Group 3 - The company aims to enhance its operational standards and governance in line with legal requirements and its actual circumstances [1][2] - The governance structure will be revised to ensure compliance with the latest legal frameworks and to improve the company's operational efficiency [1][2] - The company is committed to maintaining the rights and interests of its shareholders while ensuring a transparent and fair governance process [1][2]