公司治理制度修订

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正海生物: 董事会决议公告
Zheng Quan Zhi Xing· 2025-08-04 16:22
Group 1 - The board of directors of Yantai Zhenghai Biological Technology Co., Ltd. held its eighth meeting of the fourth session on August 4, 2025, via telecommunication, with all 8 directors present [1] - The meeting approved the company's 2025 semi-annual report and its summary, confirming that the preparation process complies with relevant laws and regulations, and accurately reflects the company's actual situation [2][3] Group 2 - The board unanimously agreed to amend the company's articles of association and related rules, and to change the business scope, with details to be disclosed on the designated information disclosure website [3][5] - The board accepted the resignation of non-independent director Ni Ting and nominated Xu Yueli as a candidate for the non-independent director position [3][4] Group 3 - The board decided to dissolve the Strategic and Investment Committee, transferring its responsibilities to the board itself to enhance decision-making efficiency for major investments and financing [4] - The board approved several governance documents, including the establishment of a "Management System for Departing Directors and Senior Management" and modifications to various existing governance rules, all receiving unanimous support [5][6][7][8][9] Group 4 - The company plans to hold its first extraordinary shareholders' meeting of 2025 on August 27, 2025, to review the proposals discussed in the board meeting [9]
保税科技: 张家港保税科技(集团)股份有限公司关于修订《公司章程》及其他公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-04 16:12
Core Viewpoint - Zhangjiagang Free Trade Technology (Group) Co., Ltd. has revised its Articles of Association and several corporate governance systems to enhance its governance structure and comply with new regulations [1][2]. Summary by Sections Revision of Articles of Association - The company held its sixth meeting of the tenth board on August 4, 2025, where it approved the proposal to amend the Articles of Association [1]. - Changes include replacing "shareholders' meeting" with "shareholders' assembly" and adjusting non-substantive clauses without listing them individually [2]. - The revised Articles of Association will be disclosed on the Shanghai Stock Exchange website [2]. - The company plans to abolish the supervisory board by January 1, 2026, in accordance with new regulations [2]. Corporate Governance System Revisions - The company has revised and established several corporate governance systems to improve its operational norms and internal management mechanisms [2]. - The revisions are based on the new Company Law, Shareholders' Meeting Rules, and other relevant regulations [2]. - Specific details of the new and revised governance systems are also disclosed on the Shanghai Stock Exchange website [2]. Key Changes in Articles of Association - The registered capital has been adjusted from RMB 12,121.52157 million to RMB 12,001.52157 million [4]. - The company is defined as a permanent stock limited company [4]. - The legal representative of the company is the chairman, and the company will bear civil liability for actions taken by the legal representative [6]. - The Articles of Association will serve as a binding document for the rights and obligations among the company, shareholders, and management [7]. Shareholder Rights and Obligations - Shareholders have the right to receive dividends and participate in decision-making processes [13][14]. - Shareholders must comply with laws and the Articles of Association, and they cannot withdraw their capital except as legally permitted [20]. - The company must ensure that its assets are not misappropriated by shareholders or related parties [23].
每周股票复盘:中远海发(601866)变更注册资本并建造多艘新船
Sou Hu Cai Jing· 2025-08-02 19:17
Core Viewpoint - The company, COSCO Shipping Development Co., Ltd., is undergoing significant changes in its corporate governance structure, including a reduction in registered capital and the cancellation of the supervisory board, which reflects a strategic shift in its operational framework [1][2][3]. Company Announcements - COSCO Shipping Development's board approved several resolutions, including a reduction in registered capital by 216,682,794 shares, bringing the total registered capital down to RMB 13,356,617,112 [1][3]. - The company has repurchased and canceled 219,321,500 shares since February 1, 2023, and has issued an additional 2,638,706 shares due to stock option exercises [1]. - The company plans to build 10 bulk carriers of 210,000 tons and lease them to COSCO Shipping Bulk Transport Co., Ltd., with an annual rent of up to RMB 6,380 million per vessel [3][5]. - COSCO Shipping Development intends to construct 4 asphalt carriers of 9,000 tons, with a unit cost of RMB 201.5 million for domestic and foreign trade vessels [3]. - The company will also engage in a sale-leaseback transaction for a 27,100 cubic meter QC-Max LNG vessel, with a purchase price not exceeding USD 36.069 million [3]. Corporate Governance Changes - The company plans to abolish the supervisory board and amend various governance documents, including the Articles of Association and rules for shareholder and board meetings, in compliance with the new Company Law effective from July 1, 2024 [2]. - The company will change its registered address to the China (Shanghai) Pilot Free Trade Zone and appoint the chairman as the legal representative [2]. - The board will include at least three independent non-executive directors, with one being a professional accountant [2]. Leadership Changes - Non-executive director Liang Yanfeng has resigned due to age-related reasons, effective immediately upon submission of his resignation [3][4]. - Liang Yanfeng's departure will not affect the minimum number of board members or the company's normal operations [3].
朗姿股份有限公司 第五届董事会第三十二次会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-01 23:14
Group 1 - The company held its 32nd meeting of the fifth board of directors on August 1, 2025, with all five directors present, and the meeting was deemed legal and effective [2][5]. - The board approved the revision of the company's articles of association and its attachments to comply with the latest laws and regulations, including the revised Company Law and Stock Listing Rules [3][15]. - The company will no longer have a supervisory board, and its functions will be transferred to the audit committee of the board [4][16]. Group 2 - The board also approved the revision of fifteen basic management systems, including the Independent Director System and External Guarantee Management System, to align with the updated regulations [6][14]. - A temporary shareholders' meeting is scheduled for August 18, 2025, to discuss the approved revisions [9][10]. - The company will continue to operate under the current supervisory board until the shareholders' meeting approves the proposed changes [4][16].
深圳市倍轻松科技股份有限公司 第六届董事会第十五次会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-01 23:13
Group 1 - The company held its 15th meeting of the 6th Board of Directors on July 31, 2025, with all 7 directors present, confirming the legality and validity of the meeting [2][3] - The Board unanimously approved the proposal to cancel the supervisory board and amend the company's articles of association, which will require shareholder approval [3][4] - The Board also approved the proposal to formulate, revise, and abolish certain governance systems, which will also need to be submitted to the shareholders for approval [5][6] Group 2 - The company will no longer have a supervisory board, with its functions transferred to the audit committee of the Board, in compliance with relevant laws and regulations [13] - Amendments to the articles of association will be made to align with the latest legal requirements and the company's operational needs, pending shareholder approval [14] - The company plans to synchronize the revision and abolition of certain governance systems with the amendments to the articles of association, with some requiring shareholder approval to take effect [15]
济南高新发展股份有限公司第十一届董事会第二十四次临时会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-01 23:13
证券代码:600807 证券简称:济高发展 公告编号:临2025-044 济南高新发展股份有限公司第十一届董事会第二十四次临时会议决议公告 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。 公司第十一届董事会第二十四次临时会议于2025年8月1日上午10点,在中国(山东)自由贸易试验区济 南片区经十东路7000号汉峪金融商务中心A4-4号楼11层会议室,以现场和通讯结合方式召开,会议通 知和材料于2025年7月28日以电子通讯方式发出。应出席会议董事9名,实际出席会议董事9名,公司监 事列席了会议,符合《中华人民共和国公司法》等有关法律、行政法规、部门规章、规范性文件和《公 司章程》的规定。会议召集人、主持人为公司董事长王成东先生。 经投票表决,会议形成如下决议: 具体内容详见同日披露的《关于修订〈公司章程〉并取消监事会及修订部分公司治理制度的公告》; 《济南高新发展股份有限公司章程》详见公司将于2025年第三次临时股东大会召开前披露的股东大会会 议材料。 表决结果:9票同意、0票反对、0票弃权。 二、审议通过《关于审议修订〈股 ...
天准科技: 关于取消监事会并修订《公司章程》、修订及制定部分公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-01 16:36
Group 1 - The company has decided to cancel its supervisory board in accordance with the new Company Law effective from July 1, 2024, transferring the supervisory responsibilities to the audit committee of the board [1][2][3] - The total number of shares has increased from 192,445,000 to 194,136,500, resulting in a change in registered capital from RMB 192.445 million to RMB 194.1365 million [2][3] - The company has revised its articles of association to align with the new regulations, including changes to the representation and responsibilities of the legal representative [3][4][5] Group 2 - The company will continue to operate under the existing supervisory board until the shareholders' meeting approves the cancellation [2] - The revisions to the articles of association include updates on the company's capital structure, shareholder rights, and governance procedures [3][4][5] - The company has outlined the procedures for increasing capital and the rights of shareholders in the revised articles [5][6][7]
朗姿股份: 第五届董事会第三十二次会议决议公告
Zheng Quan Zhi Xing· 2025-08-01 16:36
Group 1 - The board of directors of Langzi Co., Ltd. held its 32nd meeting on August 1, 2025, with all five directors present, ensuring compliance with relevant laws and regulations [1][2]. - The company has decided to abolish the supervisory board, transferring its powers to the audit committee of the board of directors, pending approval from the shareholders' meeting [2]. - The company has revised its articles of association and related management systems to align with the latest legal requirements and improve governance, with specific details available on the official website [1][2]. Group 2 - The company will hold its first extraordinary shareholders' meeting of 2025 on August 18, 2025, to discuss the proposed changes [3]. - All resolutions during the board meeting received unanimous approval, with no votes against or abstentions [2][3].
顺威股份: 第六届监事会第十四次(临时)会议决议的公告
Zheng Quan Zhi Xing· 2025-08-01 16:35
Group 1 - The company held its 14th (temporary) meeting of the sixth Supervisory Board on August 1, 2025, with all three supervisors present and participating in the voting [1][2] - The Supervisory Board decided to abolish the "Rules for Supervisory Board Meetings" and will revise and improve other internal governance systems in accordance with the new articles of association [1][2] - The resolution passed with unanimous support, requiring further submission to the shareholders' meeting for approval [2]
沃特股份: 第五届董事会第九次会议决议公告
Zheng Quan Zhi Xing· 2025-08-01 16:35
Group 1 - The company held its fifth board meeting on August 1, 2025, with all seven directors present, and the meeting was chaired by the chairman Wu Xian [1][2] - The board approved the proposal to postpone the fundraising project for the annual production of 45,000 tons of special polymer materials, which will not affect the company's current operations or shareholder interests [2][3] - The board also approved amendments to the company's articles of association to enhance governance structure and operational standards, which will be submitted for shareholder approval [3][4] Group 2 - The company revised and established several governance systems to promote standardized operations and improve internal management mechanisms, with unanimous approval from the board [4][5] - A three-year shareholder return plan for 2025-2027 was approved to establish a scientific and stable return mechanism for shareholders, which will also require shareholder approval [5][6] - The board agreed not to hold a shareholder meeting immediately after this board meeting, with plans to notify shareholders later regarding the meeting [5][6]