登录新浪财经APP 搜索【信披】查看更多考评等级 ■ ■■ ? 特此公告。 中粮生物科技股份有限公司 董 事 会 2025年11月28日 证券代码：000930 证券简称：中粮科技 公告编号：2025-086 中粮生物科技股份有限公司 董事会议事规则 第三条公司董事会的组成按照《公司章程》的规定设置，包括适当比例的独立董事。 第四条董事由股东会选举或者更换，并可在任期届满前由股东会解除其职务。董事任期3年，任期届满 可连选连任。董事任期从就任之日起计算，至本届董事会任期届满时为止。董事任期届满未及时改选， 在改选出的董事就任前，原董事仍应当依照法律、行政法规、部门规章和《公司章程》的规定，履行董 事职务。董事可以由高级管理人员兼任，但兼任高级管理人员职务的董事以及由职工代表担任的董事， 总计不得超过公司董事总数的1/2。 第五条公司董事会设董事长1名，董事长由董事会以全体董事的过半数选举产生。董事长行使下列职 权： （一）主持股东会和召集、主持董事会会议； （二）督促、检查董事会决议的执行； （2025年11月修订） 第一章总 则 第一条为进一步完善中粮生物科技股份有限公司（以下简称公司）法人治理结构，明确公 ...

Core Viewpoint - Shanghai Zhengfan Technology Co., Ltd. has announced the cancellation of its supervisory board and the revision of its articles of association to enhance corporate governance and compliance with new regulations [1][3][27]. Group 1: Cancellation of Supervisory Board - The company plans to cancel the supervisory board, transferring its responsibilities to the audit committee of the board of directors, in accordance with the new Company Law effective from July 1, 2024 [1][3]. - The decision was made during the 17th meeting of the fourth board of directors and the 15th meeting of the supervisory board held on November 28, 2025 [1][2]. Group 2: Changes in Registered Capital and Articles of Association - The company's registered capital has changed from 292.117 million yuan to 292.924 million yuan due to stock options and convertible bonds exercised between May 21, 2025, and November 20, 2025 [3]. - The articles of association will be revised to reflect the cancellation of the supervisory board, with specific changes detailed in an attachment [3][6]. Group 3: Governance System Revisions - The company intends to revise and establish certain governance systems to further improve its governance structure, in line with the cancellation of the supervisory board [5][6]. - The proposed revisions have been approved by the board of directors and will require shareholder approval to take effect [6]. Group 4: Upcoming Shareholder Meeting - The company will hold its first extraordinary general meeting of 2025 on December 15, 2025, to discuss the proposed changes [8][9]. - The meeting will utilize both on-site and online voting systems to facilitate participation [9][10].

Core Viewpoint - The company has decided to abolish the supervisory board and amend its articles of association to enhance its governance structure and comply with new legal regulations [2][8][11]. Group 1: Abolishment of Supervisory Board - The supervisory board will be abolished, and its functions will be transferred to the audit committee of the board of directors [2][8]. - The decision to abolish the supervisory board was unanimously approved by all attending supervisors [3]. - The proposal to abolish the supervisory board and amend the articles of association requires approval from the shareholders' meeting [4][19]. Group 2: Amendments to Articles of Association - The company will revise its articles of association to reflect the abolishment of the supervisory board and update relevant provisions [8][11]. - The amendments will include changes to the governance structure and the removal of references to the supervisory board and its members [11][12]. - The revised articles of association will take effect after approval by the shareholders' meeting [11][12]. Group 3: Appointment of Accounting Firm - The company has proposed to reappoint Zhongxinghua Accounting Firm for the 2025 fiscal year, which will be responsible for financial statement audits and internal control audits [5][49]. - The decision to reappoint the accounting firm was unanimously approved by the board of directors [24][25]. - The proposed audit fees for 2025 are expected to increase by over 20% compared to 2024, primarily due to the addition of internal control audit fees [55]. Group 4: Upcoming Shareholders' Meeting - The company will hold its third extraordinary shareholders' meeting on December 11, 2025, to discuss the proposed changes and appointments [32][36]. - The meeting will allow for both on-site and online voting, ensuring broader participation from shareholders [32][33]. - Shareholders must register to attend the meeting, with specific procedures outlined for both individual and institutional investors [43][44].

Core Points - Chengdu Sicore Microelectronics Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance and operational standards [1][2] - The supervisory board's functions will be transferred to the audit committee under the board of directors, in compliance with relevant laws and regulations [1] - The company expresses gratitude to the supervisory board for their contributions during their tenure [2] Summary of Amendments - The company will revise its articles of association to align with the latest legal requirements, removing references to the supervisory board and replacing them with the audit committee [3] - The amendments will include changes to terminology, such as replacing "shareholders' meeting" with "shareholders' assembly" and deleting references to the supervisory board [3]

Group 1: Board Meeting Overview - The fourth board meeting of Wuxi Chemical Equipment Co., Ltd. was held on November 19, 2025, with all 8 directors present, complying with relevant laws and regulations [2][3]. - The board approved the proposal to establish a wholly-owned subsidiary in Singapore, with a registered capital of $1,000 and an investment amount of $100,000 [3][10]. Group 2: Investment Details - The investment aims to enhance the company's global presence and competitiveness, allowing for better response to overseas market demands [12]. - The subsidiary will be named WCE ENERGY TECHNOLOGY PTE. LTD., and the investment will be funded through the company's own capital [11][12]. Group 3: Organizational Structure Adjustment - The board also approved adjustments to the company's organizational structure to improve governance and operational efficiency [5][18]. - The adjustments are in line with the latest regulations and are not expected to adversely affect the company's operations [18][19]. Group 4: Management System Revisions - The board reviewed and approved the revision and formulation of 29 management systems, which will take effect immediately [6][12]. - These revisions are aimed at enhancing the company's operational management and governance [18][19].

Group 1 - The company held its 37th meeting of the sixth board of directors on November 10, 2025, where all resolutions were deemed legal and effective [1][2]. - The board approved the proposal to change the registered capital, abolish the supervisory board, and amend the Articles of Association [3][20]. - The company will cancel the supervisory board, transferring its powers to the audit committee of the board [3][50]. Group 2 - The company will repurchase and cancel a total of 21,007,000 shares, reducing the total share capital from 3,408,388,753 shares to 3,387,381,753 shares [4][22]. - The company also approved the repurchase and cancellation of 2,370,000 restricted shares due to the departure of seven incentive targets, reducing the total share capital from 3,410,758,753 shares to 3,408,388,753 shares [4][48]. Group 3 - The board approved the revision of the "Rules of Procedure for Shareholders' Meetings," renaming it to "Rules of Procedure for Shareholders' Meetings" [7][9]. - The board also approved the revision of the "Rules of Procedure for Board Meetings" [10][11]. - A series of internal governance documents were revised and approved, including the "President's Work Guidelines" and "Independent Director Work System" [11][12]. Group 4 - The company plans to hold its first extraordinary general meeting of shareholders on November 28, 2025, to discuss the approved proposals [16][28]. - The meeting will be conducted both in-person and via online voting, with specific time slots for each voting method [30][40].

Core Viewpoint - Guangzhou Restaurant Group Co., Ltd. has held its 38th meeting of the fourth board of directors, where several key resolutions were passed, including the proposal to abolish the supervisory board and amend the company's articles of association [4][5][13]. Group 1: Board Meeting Details - The board meeting was convened on October 31, 2025, with all directors present, and the meeting was conducted in accordance with the company's regulations [4][2]. - All resolutions proposed during the meeting were approved unanimously, with no dissenting or abstaining votes [3][4]. Group 2: Resolutions Passed - The proposal to abolish the supervisory board and amend the articles of association was passed, requiring further approval at the upcoming extraordinary general meeting [5][11][13]. - The proposal to amend the rules of the shareholders' meeting was also approved and will be submitted for shareholder review [6][13]. - The proposal to amend the rules of board meetings was approved, pending shareholder approval [7][13]. - A resolution to convene the 2025 third extraordinary general meeting was passed, scheduled for November 28, 2025 [8][9]. Group 3: Governance Structure Changes - The company will no longer have a supervisory board; the audit committee of the board will assume the supervisory functions [13][14]. - The current supervisors will be relieved of their duties upon shareholder approval of the abolition of the supervisory board [14]. - Amendments to the articles of association and related governance documents will standardize terminology and remove references to the supervisory board [15][16].

Core Viewpoint - The company has announced significant changes in its governance structure, including the cancellation of the supervisory board and amendments to its articles of association to enhance corporate governance and compliance with legal regulations [10][11][12]. Financial Data - The third-quarter financial report has not been audited, and the company assures the accuracy and completeness of the financial information presented [3][8]. - The company has reported non-recurring gains and losses, with specific details to be disclosed as per regulatory requirements [4]. Shareholder Information - The company has approved the acquisition of a 62% stake in Shandong Jiaxiang Yilong Port Co., Ltd. for 148.8 million yuan, with the transaction completed on September 8, 2025 [6]. - The company has also agreed to increase its investment in Jincheng Northwest Railway Company, raising its total investment to 182.8 million yuan, maintaining a 25% ownership stake [7]. Governance Changes - The company has decided to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors, in compliance with relevant laws and regulations [10][11]. - Amendments to the articles of association include the removal of references to the supervisory board and adjustments to the structure of the governance documents to streamline operations [12][13].

Core Viewpoint - The company has decided to cancel its supervisory board and amend its articles of association and related rules to enhance corporate governance and compliance with new regulations [9][10][41]. Financial Data - The third quarter financial statements for 2025 have not been audited [3]. - The company reported that the financial information in the quarterly report is accurate and complete, with no significant omissions [2][32]. Shareholder Information - The company has proposed to eliminate the supervisory board, with the audit committee taking over its responsibilities [10][41]. - The board has approved the nomination of three independent directors, pending shareholder approval [16][17]. Management System Amendments - The board has agreed to revise and establish several management systems to improve operational standards [12][44]. - The revised articles of association and management rules will be submitted for shareholder approval [42][44]. Stock Incentive Plan - The board has approved the conditions for lifting restrictions on a portion of the stock incentive plan, affecting 230 individuals and totaling 32,140,596 shares [21][24]. - The company will also repurchase and cancel a portion of the restricted stock due to certain conditions being met [24][26].

Meeting Overview - The company will hold its first extraordinary general meeting of shareholders in 2025 on November 14, 2025, at 1 PM in the company meeting room [1] - The meeting will be convened by the board of directors, and voting will be conducted through a combination of on-site and online methods [1][2] Voting Procedures - The online voting system will be provided by the Shanghai Stock Exchange, with voting available from 9:15 AM to 3:00 PM on the day of the meeting [2] - Shareholders can vote through the trading system or the internet voting platform, with specific time slots for each method [2][3] Agenda Items - The meeting will review proposals that were previously approved by the board of directors on October 28, 2025, and disclosed on October 29, 2025 [4] - There are no proposals requiring separate voting for minority investors or involving related shareholders [5] Attendance and Registration - Shareholders registered by the close of trading on the registration date are entitled to attend the meeting, and they may appoint proxies to vote on their behalf [9] - Registration for attendance will occur on November 13, 2025, with specific documentation required for different types of shareholders [11][12] Additional Information - The company will provide contact information for inquiries related to the meeting [6] - The announcement was made by the board of directors of Zhejiang Zhongma Transmission Co., Ltd. on October 29, 2025 [36]