董事会换届

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有棵树: 第六届董事会2025年第七次临时会议决议公告
Zheng Quan Zhi Xing· 2025-08-26 16:45
Core Viewpoint - The board of directors of Youkeshu Technology Co., Ltd. rejected proposals from shareholders to convene an extraordinary general meeting to elect a new board of directors due to non-compliance with disclosure obligations by the major shareholder Wang Wei and his concerted parties [1][2][3] Group 1: Meeting Details - The sixth board of directors held its seventh temporary meeting on August 25, 2025, via electronic communication, with all seven directors present [1] - The meeting's procedures complied with the relevant laws and the company's articles of association [1] Group 2: Shareholder Proposals - Two proposals were submitted by shareholders Wang Wei and Liu Zhihui, who collectively hold 10.27% of the company's shares, and another group holding 10.57% [1][2] - Proposal 1 aimed to elect non-independent directors for the seventh board, nominating Wang Wei and others [2] - Proposal 2 sought to elect independent directors, nominating Yan Aimin and others [2] Group 3: Voting Results - The proposals were voted down with 3 in favor and 4 against, representing 57.14% of the voting directors [2] - The opposing directors cited concerns regarding Wang Wei's compliance with disclosure obligations related to significant matters affecting the company [2][3] Group 4: Compliance Issues - The board cited the failure of major shareholder Wang Wei and his concerted parties to fulfill reporting and announcement obligations as a reason for rejecting the proposals [3]
山河智能装备股份有限公司 关于董事会换届选举的公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-23 18:00
Core Viewpoint - The company is undergoing a board re-election process to enhance governance and support business development, with the new board expected to be elected at the second extraordinary shareholders' meeting in 2025 [5][8]. Group 1: Company Governance Changes - The eighth board of directors has completed its term on July 13, 2025, prompting the need for a re-election to adapt to the company's operational and management requirements [5]. - The ninth board will consist of 11 members, including 6 non-independent directors, 4 independent directors, and 1 employee representative [5][8]. - The board has proposed candidates for both non-independent and independent director positions, ensuring compliance with relevant laws and regulations [6][7]. Group 2: Election Process - The election of the ninth board's non-independent directors was approved during the 23rd meeting of the eighth board on August 21, 2025, with candidates being reviewed for eligibility [6]. - Independent director candidates have also been nominated and will be presented for approval at the upcoming shareholders' meeting, following the necessary regulatory checks [7][8]. - The election will utilize a cumulative voting system, and the new board's term will commence upon approval at the shareholders' meeting [7][8].
乔治白: 关于董事会换届选举的公告
Zheng Quan Zhi Xing· 2025-08-15 16:24
Core Viewpoint - The announcement details the upcoming election of the eighth board of directors for Zhejiang George White Clothing Co., Ltd., highlighting the composition and qualifications of the candidates [2][3]. Group 1: Board Composition - The eighth board of directors will consist of 9 members, including 5 non-independent directors, 1 employee representative director, and 3 independent directors [2][3]. - The independent directors' candidates have been approved by the Shenzhen Stock Exchange and include professionals with relevant qualifications [3]. Group 2: Candidate Qualifications - Pool Fangran, a candidate for non-independent director, holds 13.73% of the company's shares and is one of the actual controllers [6]. - Chen Yongxia, another non-independent director candidate, holds 7.45% of the company's shares and is related to Pool Fangran [7]. - Pi Ye, also a non-independent director candidate, has been with the company since 2013 and currently serves as the chairman [8]. - The independent director candidates include Qu Jing, Lin Zulong, and Zhou Weiguo, all of whom have relevant professional backgrounds and have not faced any regulatory penalties [10][11][12]. Group 3: Election Process - The election will be conducted through a cumulative voting system, with separate votes for non-independent and independent director candidates [3]. - The new board will take office upon approval by the shareholders' meeting, and the current board will continue to fulfill their duties until the new board is in place [3]. Group 4: Acknowledgment of Current Board - The company expresses gratitude to the current board members for their contributions to the company's development during their tenure [4].
上海市锦天城(深圳)律师事务所关于木林森股份有限公司2025年第二次临时股东大会的法律意见书
Shang Hai Zheng Quan Bao· 2025-08-13 18:55
Group 1 - The company held its second extraordinary general meeting of shareholders in 2025 on August 13, 2025, combining on-site and online voting methods [30][31][54] - A total of 338 shareholders attended the meeting, representing 636,350,269 shares, which is 42.8759% of the total voting shares [5][31] - The meeting was convened by the company's board of directors, and the procedures followed the requirements of the Company Law and the Articles of Association [3][4][27] Group 2 - The meeting approved several resolutions, including the amendment of the Articles of Association, with 635,164,569 votes in favor, representing 99.8137% of the votes cast [11][33] - Other resolutions included amendments to various internal regulations, all of which received over 94% approval from the voting shareholders [12][39][44] Group 3 - The election of the sixth board of directors was conducted, with all candidates receiving significant support, including non-independent directors and independent directors [20][25][49] - The board of directors consists of members who meet the qualifications required by law, ensuring compliance with corporate governance standards [81][82] Group 4 - The company appointed key management personnel, including the general manager and executive general manager, following the board's approval [70][74] - The company confirmed that all appointed individuals meet the necessary qualifications and have not faced any regulatory penalties [85]
幸福人寿董事会“换血”:建信人寿原首席投资官何六艺或任董事长
Sou Hu Cai Jing· 2025-08-07 14:44
Core Viewpoint - The new board of directors for Xingfu Life Insurance has been elected, with significant changes in leadership and a focus on improving the company's financial performance [2][3]. Group 1: Board of Directors - Xingfu Life Insurance announced the election of its sixth board of directors, including both equity and independent directors [2]. - Notable new directors include He Liuyi, who previously served as Chief Investment Officer at Jianxin Life, and Fu Anping, who is still listed as General Manager at Zhujiang Life [3]. Group 2: Shareholding Structure - The largest shareholder of Xingfu Life is Chengtai Property Insurance, holding 30% of the shares, followed by Dongguan Transportation Investment Group with 20.995% [4]. - Several shareholders, including Sanbao Group and Shenzhen Tuotian Investment Management, have shares that are pledged or frozen [4]. Group 3: Financial Performance - Xingfu Life's net profit decreased from 516 million yuan in 2021 to 171 million yuan in 2022, and it reported a net loss of 278 million yuan in 2023 [4]. - In the first three quarters of 2024, the company recorded a net loss of 64.42 million yuan but managed to turn a profit in the fourth quarter, achieving a net profit of 178 million yuan for the year [4]. - For the first half of 2025, Xingfu Life reported insurance business income of 13.925 billion yuan and a net profit of 413 million yuan [5]. Group 4: Regulatory and Risk Assessment - The core solvency adequacy ratio and comprehensive solvency adequacy ratio for Xingfu Life were reported at 90.69% and 132.26%, respectively, with recent risk ratings classified as B [5]. - Credit rating agencies have downgraded Xingfu Life's credit rating, citing concerns over its large scale of non-standard investments and high equity investment asset ratio, which may lead to potential losses in a volatile market [4].
大位科技: 第九届董事会第四十三次(临时)会议决议公告
Zheng Quan Zhi Xing· 2025-08-07 10:15
证券代码:600589 证券简称:大位科技 公告编号:2025-063 大位数据科技(广东)集团股份有限公司 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。 一、董事会会议召开情况 )董事会于 2025 大位数据科技(广东)集团股份有限公司(以下简称"公司" 年 8 月 4 日以书面、电话、微信及电子邮件的方式向公司第九届董事会全体董事发 出召开公司第九届董事会第四十三次(临时)会议的通知。会议于 2025 年 8 月 7 日在公司会议室以现场和通讯相结合的方式召开。本次会议应到董事 5 名,实到董 事 5 名(其中:以通讯表决方式出席的董事 3 名),董事长张微女士主持会议,公 司高级管理人员列席了会议。会议的召开符合《公司法》 《公司章程》和公司《董 事会议事规则》的有关规定。 二、董事会会议审议情况 公司已办理完毕2025年限制性股票激励计划(以下简称"本次激励计划")首 次授予股票的登记事项,根据中国证券登记结算有限责任公司上海分公司于2025年 激励计划首次授予股票办理完毕后,公司注册资本由人民币1,478,469, ...
百隆东方: 百隆东方第五届董事会第十七次会议决议公告
Zheng Quan Zhi Xing· 2025-08-06 16:09
Core Viewpoint - The company held its 17th meeting of the 5th Board of Directors on August 6, 2025, where several key resolutions were passed, including the nomination of candidates for the 6th Board of Directors and amendments to the company's articles of association and various internal regulations [1][2][3]. Group 1: Board of Directors Nomination - The Board of Directors approved the nomination of candidates for the 6th Board, including Yang Weixin, Yang Weiguo, Yang Yaobin, Zhang Kui, Mai Jialiang, Xia Jianming, Zhu Beina, and Yu Yu, with the term starting from the date of approval by the shareholders' meeting [1][2]. - The independent director candidates Xia Jianming, Zhu Beina, and Yu Yu have obtained the necessary qualifications and will be submitted for regulatory review before being presented to the shareholders' meeting [2][3]. Group 2: Amendments to Company Regulations - The Board approved amendments to the company's articles of association, which will be submitted for review at the first extraordinary shareholders' meeting of 2025 [2][3]. - The Board also approved revisions to the Independent Director Work Rules, Compensation and Assessment Committee Work Rules, Secretary of the Board Work System, General Manager Work Rules, Internal Control Rules, External Guarantee Management System, Annual Report Information Disclosure Responsibility System, Major Business and Investment Decision Management System, Related Party Transaction Management System, and several other internal regulations, all receiving unanimous approval [3][4][5][6][7]. Group 3: Shareholders' Meeting - The Board approved the convening of the first extraordinary shareholders' meeting of 2025, which will discuss the aforementioned amendments and nominations [7].
*ST松发: 第六届董事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-08-05 16:20
Core Viewpoint - Guangdong Songfa Ceramics Co., Ltd. is undergoing significant changes in its corporate structure and governance due to a strategic transformation from traditional ceramics manufacturing to research, production, and sales in the shipbuilding and high-end equipment sectors [1][2][3] Group 1: Corporate Governance Changes - The company plans to change its registered capital and address, cancel the supervisory board, and amend its articles of association to reflect the changes in its main business and corporate structure [1][2] - The supervisory board's functions will be transferred to the audit committee of the board of directors, and relevant supervisory board regulations will be abolished [2] - The proposal to cancel the supervisory board and amend the articles of association requires approval from the shareholders' meeting [2][3] Group 2: Board of Directors Restructuring - The company intends to hold an early election for the seventh board of directors, which will consist of 9 members, including 3 independent directors and 6 non-independent directors [3][4] - The board's term will be three years from the date of approval by the shareholders' meeting [3][4] - Candidates for the non-independent directors have been nominated and will be submitted for shareholder approval [3][4] Group 3: Compensation and Committee Adjustments - The proposed compensation for independent directors is set at 200,000 yuan per year (before tax), while non-independent directors will not receive director allowances [4][5] - Adjustments to the specialized committees of the board will be made, including the establishment of a nomination committee and changes to the strategic committee [5][6] Group 4: Upcoming Shareholder Meeting - The company plans to hold its third extraordinary general meeting of shareholders on August 21, 2025, to review the aforementioned proposals [7][8]
史丹利: 第六届董事会第十四次临时会议决议公告
Zheng Quan Zhi Xing· 2025-08-04 16:35
二、会议审议情况 经全体董事审议,会议形成如下决议: 证券代码:002588 证券简称:史丹利 公告编号:2025-023 史丹利农业集团股份有限公司 本公司及董事会全体成员保证公告的内容真实、准确、完整,没有虚假记载、误导性 陈述或重大遗漏。 一、会议召开情况 史丹利农业集团股份有限公司(以下简称"公司")第六届董事会第十四次临 时会议于 2025 年 8 月 4 日上午 9 时在山东省临沂市临沭县史丹利路公司办公楼 会议室以现场会议结合通讯表决的方式召开。会议通知及会议资料已于 2025 年 议应到董事 5 人,实到董事 5 人。董事长高进华先生、董事张磊先生、靳职武先 生现场出席会议并表决,独立董事李文峰先生、李新中先生以通讯方式参会并表 决。公司部分监事及高级管理人员列席了本次会议,会议由董事长高进华先生主 持。本次会议的通知、召集、召开和表决方式符合《中华人民共和国公司法》和 《公司章程》的有关规定。 公司第六届董事会将于 2025 年 8 月 19 日任期届满,根据《公司章程》的规 定,董事会同意提名高进华先生、张磊先生、靳职武先生为第七届董事会非独立 董事候选人,任期为股东会审议通过之日起三年。 ...
电光防爆科技股份有限公司 关于变更公司住所及经营范围、修订《公司章程》及部分治理制度的公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-07-31 23:25
登录新浪财经APP 搜索【信披】查看更多考评等级 股票代码:002730 股票简称:电光科技 公告编号:2025-038 电光防爆科技股份有限公司 关于变更公司住所及经营范围、修订《公司章程》及部分治理制度的公告 本公司及董事会全体成员保证信息披露内容的真实、准确和完整,没有虚假记载、误导性陈述或重大遗 漏。 电光防爆科技股份有限公司(以下简称"公司")于2025年7月31日召开了第五届董事会第二十二次会 议,审议通过了《关于变更公司住所及经营范围、修订〈公司章程〉的议案》和《关于修订公司部分治 理制度的议案》。现将有关事项公告如下: 一、变更公司住所及经营范围 关于变更公司住所及经营范围的具体内容详见下述《公司章程》修订对照表。本次变更尚需取得市场监 督管理部门核准,最终以相关部门核准登记及实际注册结果为准。 二、修订部分公司治理制度的情况 ■ 上述修订后的《公司章程》及相关制度全文详见本公司指定信息披露媒体《证券时报》《中国证券报》 和巨潮资讯网。 三、《公司章程》修订对照表 ■ 说明:(1)上述"……"为原章程规定,本次不涉及修订而省略披露的内容。 (2)除上述修订外,本次将《公司章程》中的"股东大会" ...