累积投票制

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美埃科技: 累积投票制实施细则
Zheng Quan Zhi Xing· 2025-09-03 11:17
Core Points - The article outlines the implementation details of the cumulative voting system for the election of directors at Meiyah (China) Environmental Technology Co., Ltd, aiming to enhance corporate governance and protect minority shareholders' interests [1][2][3] Group 1: Cumulative Voting System Overview - The cumulative voting system allows shareholders to allocate their voting rights among multiple director candidates when electing two or more directors, ensuring that minority shareholders can elect representatives [2][3] - The voting rights for each shareholder are calculated as the number of shares held multiplied by the number of directors to be elected [8][9] Group 2: Voting Principles - The company must inform shareholders about the cumulative voting system and provide clear instructions on how to vote during the shareholder meeting [7][8] - Each shareholder can either concentrate their votes on one candidate or distribute them among several candidates, but cannot exceed the total number of votes they hold [4][5] Group 3: Election of Directors - Directors are elected based on the total votes received, with a requirement that the votes must exceed half of the total voting rights held by attending shareholders [14][15] - In case of a tie in votes among candidates, specific procedures are outlined to resolve the situation and ensure that the election process continues until all required directors are elected [15][16] Group 4: Special Procedures for Cumulative Voting - The company must prepare suitable ballots for cumulative voting, which should include essential information such as meeting name, candidate names, and voting instructions [19][20] - The cumulative voting system only accumulates votes for approval, excluding opposition and abstention votes to simplify the process for minority shareholders [21][22] Group 5: Implementation and Compliance - The cumulative voting system will take effect upon approval by the shareholder meeting, and any modifications will follow the same procedure [24][25] - The company is responsible for disclosing relevant information regarding the cumulative voting system to all shareholders [22][23]
海峡股份: 海南海峡航运股份有限公司股东会议事规则
Zheng Quan Zhi Xing· 2025-09-02 12:13
General Principles - The rules are established to standardize company behavior and ensure shareholders can exercise their rights according to the Company Law, Securities Law, and the company's articles of association [1] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] - Shareholder meetings are categorized into annual and extraordinary meetings, with specific timelines for their convening [1][2] Convening Shareholder Meetings - The board of directors is responsible for convening shareholder meetings within the stipulated timeframes [2][5] - Independent directors can propose extraordinary meetings, and the board must respond within 10 days [2][5] - Shareholders holding more than 10% of shares can request the board to convene an extraordinary meeting, with similar response requirements [5][7] Proposals and Notifications - Proposals must fall within the scope of shareholder meeting authority and comply with legal requirements [8][9] - Shareholders holding at least 1% of shares can submit temporary proposals 10 days before the meeting [8][9] - Notifications for annual meetings must be sent 20 days in advance, while notifications for extraordinary meetings must be sent 15 days in advance [9][10] Conducting Shareholder Meetings - Meetings should be held at the company's registered address or another designated location [11] - Shareholders can attend in person or via authorized representatives, and the company must facilitate participation through various means [11][12] - The meeting must maintain order, and any disruptions should be reported to relevant authorities [12][13] Voting and Resolutions - Voting can be conducted through various methods, including online systems, and results must be announced immediately [24][25] - Resolutions require a majority or supermajority depending on the type of resolution, with specific rules for related party transactions [39][41] - The company must disclose the voting results and resolutions promptly after the meeting [25][26] Execution of Resolutions - The board of directors is responsible for executing the resolutions passed during the shareholder meetings [59][60] - The chairman of the board oversees the execution of resolutions and can convene temporary board meetings if necessary [61] Record Keeping - Detailed records of the meetings must be maintained, including attendance, proposals, and voting results [58][27] - Records should be preserved for at least ten years to ensure compliance and transparency [27]
亨迪药业: 12-累积投票制实施细则
Zheng Quan Zhi Xing· 2025-09-02 09:12
General Provisions - The implementation rules for the cumulative voting system aim to enhance the corporate governance of Hubei Hendi Pharmaceutical Co., Ltd. and protect the interests of minority shareholders [1] - Cumulative voting allows shareholders to allocate their voting rights in the election of multiple directors, enabling them to concentrate votes on a single candidate or distribute them among several candidates [1] Nomination of Director Candidates - The board of directors' nomination committee is responsible for reviewing the qualifications of director candidates and proposing a list to the board for approval before presenting it to the shareholders' meeting [6] - Independent directors can be nominated by the board or shareholders holding more than 1% of voting shares, with the requirement that nominees must not have conflicts of interest [8] Voting for Directors - The voting process for independent and non-independent directors is conducted separately, with shareholders' voting rights calculated based on their shareholdings multiplied by the number of directors to be elected [14] - Cumulative voting allows shareholders to cast their votes in a manner that can either concentrate on one candidate or be distributed among several candidates, with specific rules governing the validity of such votes [16] Election of Directors - The election results are announced after counting the votes, and candidates must receive more than half of the valid voting rights to be elected [17] - If the number of elected directors exceeds the required number, candidates are ranked by their total votes, and those with the highest votes are elected [19] Supplementary Provisions - The implementation rules will take effect upon approval by the shareholders' meeting and are subject to interpretation and revision by the board of directors [21][22]
德明利: 累积投票制度实施细则(2025年9月)
Zheng Quan Zhi Xing· 2025-09-01 16:18
Core Points - The implementation rules for the cumulative voting system aim to enhance corporate governance, standardize the election of directors, and protect the interests of minority shareholders [1][2] - The cumulative voting system allows shareholders to allocate their voting rights according to their preferences when electing multiple directors [1][2] Chapter Summaries Chapter 1: General Provisions - The rules are established in accordance with relevant laws and regulations to ensure the rights of public shareholders in electing directors [1] - Cumulative voting grants shareholders voting rights equal to the number of shares they hold multiplied by the number of directors to be elected [1][2] Chapter 2: Nomination of Director Candidates - The board of directors or shareholders holding more than 1% of shares can nominate candidates for directors [2][3] - Candidates must provide detailed personal information and confirm their eligibility for the position [2][3] Chapter 3: Election and Voting of Directors - The voting process involves calculating the cumulative votes and ensuring that independent and non-independent directors are elected separately [4][5] - Shareholders can concentrate their votes on one or more candidates, but cannot exceed the number of directors to be elected [4][5] Chapter 4: Principles of Director Election - Directors are elected based on the number of votes received, with a requirement that the votes must exceed half of the valid voting rights present [5][6] - If the election fails to meet the required number of elected directors, the existing board continues to serve until a new election is organized [5][6] Chapter 5: Supplementary Provisions - The rules will take effect upon approval by the shareholders' meeting and will be interpreted by the board of directors [6]
诺思兰德: 累积投票实施细则
Zheng Quan Zhi Xing· 2025-09-01 10:11
证券代码:430047 证券简称:诺思兰德 公告编号:2025-073 北京诺思兰德生物技术股份有限公司累积投票实施细则 本公司及董事会全体成员保证公告内容的真实、准确和完整,没有虚假记载、 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个别及连 带法律责任。 一、 审议及表决情况 北京诺思兰德生物技术股份有限公司(以下简称"公司")于 2025 年 9 月 1 日召开第六届董事会第二十二次会议,审议通过了《关于制定及修订公司部分内 部管理制度的议案(尚需股东会审议)》之子议案 2.14: 《北京证券交易所股票上市规则》等相关法律、法 规、规范性文件和《北京诺思兰德生物技术股份有限公司章程》 (以下简称"《公 司章程》")的规定,制定本实施细则。 第二条 本实施细则所称累积投票制,是指公司股东会在选举董事时采用的 一种投票方式。即公司选举董事时,有表决权的每一股份拥有与应选董事人数相 同的表决权,股东拥有的表决权可以集中使用。 《制定〈累积投票实施细 则〉》,表决结果:同意 9 票,反对 0 票,弃权 0 票。 本议案尚需提交股东会审议。 二、 分章节列示制度主要内容: 北京诺思兰德生物技术股 ...
统联精密: 关于召开2025年第三次临时股东大会的通知
Zheng Quan Zhi Xing· 2025-08-29 17:35
Meeting Information - The company's shareholder meeting is scheduled for September 15, 2025 [1] - Voting will be conducted through a combination of on-site and online methods [1][3] - The online voting system will be the Shanghai Stock Exchange's shareholder meeting online voting system [1][2] Voting Procedures - Voting will occur on the same day as the meeting, with specific time slots for both trading and internet platforms [1][3] - Shareholders must complete identity verification to vote on the internet platform [3][4] - Invalid votes will be counted if shareholders exceed their voting rights [4] Agenda Items - The meeting will review and vote on the proposal to amend the "Compensation and Assessment Management System for Directors, Supervisors, and Senior Management" [2] - The proposal has already been approved by the company's board and supervisory committee [2] Attendance and Registration - Shareholders registered by the close of trading on September 8, 2025, are eligible to attend [5] - Registration for the meeting will take place on September 11, 2025, at the company's office [5][6] - Specific documentation is required for both individual and institutional shareholders to register [6] Additional Information - The meeting will last half a day, and attendees are responsible for their own travel and accommodation expenses [6] - Contact information for inquiries regarding the meeting is provided [6][7]
内蒙新华: 内蒙古新华发行集团股份有限公司关于召开2025年第三次临时股东会的通知
Zheng Quan Zhi Xing· 2025-08-29 17:14
Group 1 - The company, Inner Mongolia Xinhua Publishing Group Co., Ltd., is convening its third extraordinary general meeting of shareholders in 2025 on September 15, 2025 [1][4] - The meeting will utilize a combination of on-site and online voting methods, with the online voting system provided by the Shanghai Stock Exchange [1][3] - The voting period for the online system is set for September 15, 2025, during specific trading hours [1][4] Group 2 - The meeting will review several proposals that have already been approved by the company's board and supervisory committee [2][3] - There are no related shareholders that need to abstain from voting on the proposals [2] - Shareholders must register to attend the meeting, with specific requirements for documentation outlined [5][6] Group 3 - The company will offer a reminder service for shareholders to ensure participation in the voting process [5][6] - The meeting will take place at the company's office in Hohhot, Inner Mongolia, and attendees are responsible for their own travel and accommodation expenses [6][7] - The company has provided detailed instructions for proxy voting and the use of cumulative voting for electing directors and independent directors [10][12]
敏芯股份: 苏州敏芯微电子技术股份有限公司累积投票制度实施细则
Zheng Quan Zhi Xing· 2025-08-29 17:03
Core Points - The implementation details of the cumulative voting system aim to enhance the corporate governance structure of Suzhou Minxin Microelectronics Technology Co., Ltd, ensuring that all shareholders can fully exercise their rights in electing directors and protecting the interests of minority shareholders [1][2] Group 1: General Principles - The cumulative voting system allows shareholders to have voting rights equal to the number of directors to be elected, enabling them to concentrate their votes on one candidate or distribute them among multiple candidates [1][2] - The implementation details are based on relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange's rules [1][2] Group 2: Nomination of Directors - The board of directors or shareholders holding more than 1% of the company's shares can propose candidates for non-independent directors, while independent director candidates must comply with specific regulations [2][3] - Nominators must obtain consent from the nominees and ensure that all relevant information about the nominees is disclosed to shareholders before the voting [2][3] Group 3: Voting Principles - The voting process for electing directors must be clearly communicated to shareholders, and appropriate ballots for cumulative voting must be prepared [3][4] - Independent and non-independent directors will be elected through separate voting processes to ensure compliance with the company's articles of association [4] Group 4: Election Principles - Directors are elected based on the total votes received, with a requirement that the votes exceed half of the total voting rights held by attending shareholders [5] - In case of a tie in votes among candidates, specific procedures will be followed to resolve the situation, including re-elections if necessary [5] Group 5: Special Procedures - The company must clearly state the use of the cumulative voting system in the notice for the shareholders' meeting [6][7] - Shareholders can vote in person or authorize others to vote on their behalf, and online voting systems may also be utilized [6][7]
成都华微: 成都华微电子科技股份有限公司累积投票实施制度
Zheng Quan Zhi Xing· 2025-08-29 17:01
成都华微电子科技股份有限公司 (以下 简称《公司章程》)的相关规定,特制定本制度。 第二条 本制度所称累积投票制,是指公司股东会在选举董事 时,出席股东会的普通股股东(含表决权恢复的优先股股东) (以 下简称出席股东)所拥有的投票权数等于其所持有的股份数乘以 该次股东会应选董事人数之积,出席股东可以将其拥有的投票权 数全部投向一位董事候选人,也可以将其拥有的投票权数分散投 向多位董事候选人,各候选人在得票数达到出席股东会股东所持 股份(以未累积的股份数为准)总数的二分之一以上时,按得票 多少依次决定董事人选。 第三条 由职工代表担任的董事由公司职工代表大会、职工大 会或者其他形式民主选举产生,不适用本制度的相关规定。 第四条 公司在一次股东会上选举两名以上的董事时,应当采 取累积投票制,以保障公司中小股东有机会将代表其利益和意见 的董事候选人选入董事会。公司应在召开股东会的通知中,明确 提示该次董事选举是否将采用累积投票制。 第五条 股东会以累积投票方式选举董事的,独立董事与非独 立董事选举应当分开进行,以保证独立董事的比例。 累积投票实施制度 第一条 为进一步完善成都华微电子科技股份有限公司(以下 简称公司 ...
柯力传感: 柯力传感累积投票管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 16:52
宁波柯力传感科技股份有限公司 累积投票管理制度 第一章 总则 第一条 为进一步完善宁波柯力传感科技股份有限公司(以下简称"公司") 法人治理,保证公司所有股东充分行使权利,根据《公司法》、《证券法》、《上 市公司治理准则》、《上市公司章程指引》、《上市公司股东会规则》、《上海证 券交易所上市公司自律监管指引第 1 号——规范运作》、《宁波柯力传感科技股份 有限公司章程》(以下简称 "公司章程")等法律、法规、规范性文件及公司治理文 件等的有关规定,特制定本制度。 第二条 本制度所指累积投票制是指股东会选举董事时,股东所持的每一表 决权股份拥有与该次股东会应选董事人数相同的表决权,股东拥有的表决权等于该股东 持有股份数与应选董事总人数的乘积。股东拥有的表决权可以集中使用,股东可以用所 有的表决权集中投票选举一位候选董事,也可以将投票权分散行使、投票给数位候选董 事。 第三条 本制度所称"董事"包括非独立董事和独立董事。本制度所称"董事" 特指由股东会选举的董事。由职工民主选举的职工代表董事,不适用于本制度的相 关规定。 第四条 公司股东会选举或更换两名以上非独立董事或独立董事,应当采用 累积投票制。公司股东会仅 ...