公司治理结构调整

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御银股份: 2025年半年度报告摘要
Zheng Quan Zhi Xing· 2025-08-19 16:34
Core Viewpoint - The report highlights a decrease in operating revenue for the first half of 2025, while net profit attributable to shareholders increased, indicating a mixed performance for the company during this period [1][4]. Financial Performance - Operating revenue for the reporting period was CNY 29,612,754.94, a decrease of 12.80% compared to the same period last year [1]. - Net profit attributable to shareholders was CNY 10,619,873.68, an increase of 10.43% year-on-year [1]. - The net profit after deducting non-recurring gains and losses was CNY 8,966,537.69, reflecting an increase of 11.42% compared to the previous year [1]. - The net cash flow from operating activities was CNY 20,578,528.24 [1]. Earnings Per Share - Basic earnings per share were CNY 0.0140, with diluted earnings per share also at CNY 0.0140 [1]. - The weighted average return on net assets was 0.62% [1]. Asset and Equity Position - Total assets at the end of the reporting period were CNY 1,734,107,792.62, an increase of 0.48% from the end of the previous year [3]. - Net assets attributable to shareholders were CNY 1,707,871,009.22, up by 0.58% compared to the previous year [3]. Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 158,240 [3]. - The largest shareholder, Yang Wenjiang, held 15.11% of the shares, totaling 115,029,774 shares [3]. - The company did not experience any changes in its controlling shareholder or actual controller during the reporting period [4]. Corporate Governance - The company approved several amendments to its governance structure, including revisions to the Articles of Association and rules for shareholder and board meetings [4].
芯动联科: 关于变更公司注册资本、取消监事会、修订《公司章程》并办理工商登记、修订及制定公司部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-18 16:30
Summary of Key Points Core Viewpoint The announcement details the changes in the corporate governance structure of Anhui Xindong Link Micro System Co., Ltd., including the cancellation of the supervisory board, amendments to the articles of association, and updates to the company's registration capital. Group 1: Changes in Capital and Governance Structure - The company has completed the registration of additional shares from the 2023 restricted stock incentive plan, increasing the total number of shares from 400,606,400 to 400,715,660, and the registered capital from RMB 400,606,400 to RMB 400,715,660 [1][2][6] - The supervisory board has been canceled to enhance governance efficiency, with the audit committee of the board taking over its responsibilities [2][3] - The amendments to the articles of association were made in accordance with relevant laws and regulations, ensuring the protection of the rights of shareholders and creditors [2][3][4] Group 2: Specific Amendments to Articles of Association - The articles of association were revised to reflect the new governance structure and to ensure compliance with the Company Law and Securities Law [3][4][5] - The company’s registered name and address remain unchanged, with the registered capital now officially updated [4][5] - The articles now specify that the company’s total shares are 400,715,660, all of which are ordinary shares [6][7]
博威合金: 博威合金关于取消监事会、变更注册资本并修订《公司章程》及相关治理制度的公告
Zheng Quan Zhi Xing· 2025-08-18 16:20
及相关治理制度的公告 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。 宁波博威合金材料股份有限公司(以下简称"公司")于 2025 年 8 月 18 日召开第 六届董事会第十五次会议,审议通过了《关于取消监事会、变更公司注册资本并修订 <公> 司章程>的议案》及《关于制定、修订、废止公司治理制度的议案》,现将具体情况公告 如下: 债券代码:113069 债券简称:博23转债 宁波博威合金材料股份有限公司 关于取消监事会、变更注册资本并修订《公司章程》 证券代码:601137 证券简称:博威合金 公告编号:临2025-079 一、关于取消监事会的情况 根据《中华人民共和国公司法》 (以下简称"《公司法》") 《上市公司章程指引》 (以下 简称"《章程指引》")等相关法律、法规、规范性文件的规定,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, 《博威合金监事会议事规则》 等监事会相关制度相应废止。在公司股东大会审议通过取消监事会事项之前,公司第六 届监事会仍将严格按照有关法律、法规和《公司章程》的规 ...
三峡新材: 湖北三峡新型建材股份有限公司关于取消监事会暨修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-08-17 16:11
证券代码:600293 证券简称:三峡新材 公告编号:2025-032 湖北三峡新型建材股份有限公司 关于取消监事会暨修订《公司章程》的公告 本公司监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。 湖北三峡新型建材股份有限公司(以下简称"公司")于2025 年8月15日召开的第十二届董事会第五次会议审议通过了《关于 取消监事会暨修订〈公司章程〉的议案》,现将有关情况公告如 下: 一、关于取消监事会的说明 根据《中华人民共和国公司法》、中国证监会《关于新〈公 司法〉配套制度规则实施相关过渡期安排》 《上市公司章程指引》 《上市公司股东会规则》以及《上海证券交易所股票上市规则》 等相关法律、法规、规范性文件的规定,结合公司实际情况,公 司将不再设置监事会和监事,由董事会审计委员会履行《中华人 民共和国公司法》规定的监事会职权,不会影响公司内部监督机 制的正常运行。本次《公司章程》修订经公司股东大会审议通过 后,公司《监事会议事规则》等监事会相关制度将予以废止。 公司现任监事自本议案经股东大会审议通过之日起解除监 事职务,在此之前,公司第 ...
中远海运能源运输股份有限公司 二〇二五年第十次董事会会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-16 06:04
Core Points - The company held its tenth board meeting on August 15, 2025, where several key resolutions were passed regarding investment plans, asset disposals, and governance structure changes [1][12][16] Group 1: Investment and Asset Management - The board approved the 2025 annual investment and asset disposal adjustment plan [1] - The company will dispose of three vessels, "Yuan Sheng Hu," "Fei Chi," and "Yue Chi," through second-hand ship transfers at no less than the assessed price [3] - The board also approved the initiation of a project to upgrade the buoy business system, with a total cost not exceeding RMB 16 million [5] Group 2: Governance Structure Changes - The board agreed to abolish the supervisory board and amend 25 governance documents, transferring the supervisory functions to the audit committee of the board [8][16] - The revised governance documents will be submitted for shareholder approval and will take effect after registration with the market authority [17][18] - The company emphasized that the cancellation of the supervisory board will not adversely affect its governance or operations [16]
重庆百亚卫生用品股份有限公司
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-16 06:02
Group 1 - The company plans to change its registered capital from RMB 429,323,390 to RMB 429,285,390 based on the implementation of the 2021 stock option and restricted stock incentive plan [5][6] - The company will not distribute cash dividends, issue bonus shares, or increase capital from reserves during the reporting period [3][6] - The company has completed the distribution of dividends amounting to RMB 5.5 per 10 shares (including tax) to all shareholders [6] Group 2 - The company has decided to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [8] - The company has completed the exercise of stock options involving 310 participants, resulting in an increase in registered capital from RMB 429,285,390 to RMB 429,647,790 [9] - The company will comprehensively revise its articles of association to reflect the changes in governance structure and terminology [10]
桂林福达股份有限公司2025年半年度报告摘要
Shang Hai Zheng Quan Bao· 2025-08-11 19:02
Group 1 - The company held the 18th meeting of the 6th Supervisory Board on August 11, 2025, which was legally convened with all three supervisors present [3][6] - The Supervisory Board approved the full and summary reports for the first half of 2025, confirming compliance with relevant laws and regulations [4][5] - The company will no longer have a Supervisory Board, with its functions transferred to the Audit Committee of the Board of Directors, following the latest Company Law and regulatory requirements [10][26] Group 2 - The company raised a total of RMB 291 million through a non-public offering of shares in 2021, with net proceeds of RMB 283 million after expenses [11][12] - As of June 30, 2025, the company has utilized RMB 284.9 million of the raised funds, with all projects completed and accounts closed [12][22] - The company has not engaged in any transfer or replacement of investment projects during the reporting period [24]
多家险企开启精简高效治理模式
Jin Rong Shi Bao· 2025-08-11 11:00
Core Viewpoint - The implementation of the new Company Law in China has led insurance companies to abolish their supervisory boards, transitioning towards a more streamlined and efficient governance model [1][3][4] Group 1: Changes in Governance Structure - China People's Property Insurance Company announced the abolition of its supervisory board following the approval of its revised articles of association [1] - Other insurance companies, including China Pacific Insurance and Taikang Insurance, have also announced the removal of their supervisory boards, with their supervisory functions being transferred to the audit committee of the board [2][4] - The new Company Law allows state-owned companies to establish an audit committee composed of directors to exercise the powers of the supervisory board, eliminating the need for a supervisory board [3] Group 2: Role of the Audit Committee - The audit committee, typically composed of independent directors, is responsible for reviewing financial information, overseeing internal and external audits, and evaluating internal controls [4] - The shift from a supervisory board to an audit committee is expected to enhance decision-making efficiency and reduce internal coordination complexities [4] - However, potential challenges include information asymmetry and time constraints faced by independent directors in fulfilling their supervisory roles [4] Group 3: Implications for Corporate Governance - The removal of the supervisory board raises questions about maintaining effective oversight and balancing decision-making efficiency with power checks [4] - As more insurance companies adjust their governance structures in line with the new Company Law, the industry will gain insights into creating a more scientific and efficient corporate governance system [4]
福达股份: 福达股份第六届董事会第二十二次会议决议公告
Zheng Quan Zhi Xing· 2025-08-11 09:13
Group 1 - The board of directors of Guilin Fuda Co., Ltd. held its 26th meeting on August 11, 2025, with all 9 directors present, ensuring compliance with relevant laws and regulations [1][2] - The board approved the release of the 2025 semi-annual report and its summary, as well as a special report on the storage and actual use of raised funds for the first half of 2025, with unanimous support from all directors [2][3] - The company will abolish the supervisory board, transferring its powers to the audit committee of the board, in accordance with the new Company Law effective from July 1, 2024 [2][4] Group 2 - The company plans to amend its articles of association to remove references to the supervisory board and adjust terminology to align with the new Company Law, requiring shareholder approval for these changes [3][4] - The board has conducted a comprehensive review of existing governance systems and will revise certain regulations to enhance operational standards and governance structure [4][5] - The proposed governance system revisions and the cancellation of the supervisory board will be submitted for approval at the 2025 first extraordinary general meeting of shareholders [5]
振华重工: 振华重工2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-08 16:24
Core Viewpoint - Shanghai Zhenhua Heavy Industries Co., Ltd. is proposing significant governance changes, including the abolition of the supervisory board and the transfer of its responsibilities to the newly renamed Audit and Risk Committee of the board of directors [1][2]. Group 1: Governance Changes - The company will no longer establish a supervisory board, with its powers being transferred to the Audit and Risk Committee [1]. - The proposal to abolish the supervisory board is in accordance with relevant laws and regulations, including the Company Law of the People's Republic of China [1][2]. - The existing rules related to the supervisory board will be abolished, and the current supervisory board members will automatically lose their positions [1]. Group 2: Amendments to Company Articles - The company has revised its Articles of Association to align with the latest regulatory requirements and to enhance corporate governance [2]. - The amendments are based on guidelines from the State-owned Assets Supervision and Administration Commission and the China Securities Regulatory Commission [2]. - Specific details of the amendments to the Articles of Association are to be discussed in the upcoming shareholder meeting [2]. Group 3: Shareholder Meeting Agenda - The agenda for the first extraordinary general meeting of shareholders in 2025 includes the review of the proposal to abolish the supervisory board and the amendments to the Articles of Association [1][3]. - Other proposals include the revision of the rules for shareholder meetings and board meetings, as well as the election of independent directors [3].