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中科环保: 公司章程
Zheng Quan Zhi Xing· 2025-06-19 12:33
北京中科润宇环保科技股份有限公司 章 程 二〇二五年六月 公司因增加或者减少注册资本而导致注册资本总额变更的,可以在股东会通 过同意增加或者减少注册资本的决议后,再就因此而需要修改公司章程的事项通 过一项决议,并说明授权董事会具体办理注册资本的变更登记手续。 第七条 公司为永久存续的股份有限公司。 第八条 董事长为公司的法定代表人。 英文全称:Beijing China Sciences Runyu Environmental Technology Co.,Ltd. 第五条 公司住所:北京市海淀区苏州街3号9层901;邮政编码:100080 第六条 公司注册资本为人民币1,471,880,000元。 目 录 第一章 总则 第一条 为维护北京中科润宇环保科技股份有限公司(以下简称"公司"或 "本公司")、股东和债权人的合法权益,规范公司的组织和行为,根据《中华 人民共和国公司法》(以下简称"《公司法》")、《中华人民共和国证券法》 (以下简称"《证券法》")、《上市公司章程指引》《深圳证券交易所创业板 股票上市规则》和其他法律法规、规范性文件,制定本章程。 第二条 公司系依照《公司法》和其他有关规定成立的股份有 ...
鼎泰高科: 第二届董事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-06-19 12:20
Core Points - The company held its second board meeting on June 19, 2025, to discuss amendments to the company's articles of association and governance rules [1][3][6] - The board approved multiple governance documents and proposed to submit these changes to the first extraordinary general meeting of shareholders in 2025 for further approval [3][6][7] Board Meeting Decisions - The board approved the revision of the company's articles of association and authorized management to handle related registration and filing procedures after shareholder approval [1][3] - The following governance documents were revised and approved: - Shareholders' meeting rules [3] - Board meeting rules [3] - Audit committee meeting rules [4] - Nomination committee meeting rules [4] - Compensation and assessment committee meeting rules [4] - Related party transaction decision-making system [4] - Independent director working system [4] - Fund management system [4] - Independent director special meeting working system [5] - General manager working rules [5] - Board secretary working rules [5] - External guarantee management system [5] - External investment management measures [5] - Information disclosure management system [5] - Investor relations management system [5] - Insider information registrant management system [6] - Internal audit system [6] - Public opinion management system [6] - Management system for departing directors and senior management [6] Financial Decisions - The board agreed to use 42 million yuan of raised funds to permanently supplement working capital, ensuring that the funding needs for investment projects are met [6][7] - The board decided to hold the first extraordinary general meeting of shareholders on July 8, 2025, to discuss the approved proposals [7]
斯瑞新材: 2025年第一次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-06-19 12:20
Core Viewpoint - The company is convening its first extraordinary general meeting of shareholders in 2025 to discuss several key proposals, including the election of a new board of directors and amendments to the company's governance structure [2][16][21]. Group 1: Meeting Details - The meeting is scheduled for June 27, 2025, at 14:00 in the company's conference room [8][9]. - Voting will be conducted through a combination of on-site and online methods, with specific time slots for online voting [7][8]. - Attendees must register 30 minutes prior to the meeting and present necessary identification documents [2][3]. Group 2: Proposals for Discussion - Proposal 1: The company plans to abolish the supervisory board and amend its articles of association to enhance governance efficiency [10][11]. - Proposal 2: The company seeks to revise several management systems, including the rules governing shareholder meetings and the remuneration management system for directors and senior management [12][13]. - Proposal 3: A new remuneration scheme for the fourth board of directors is proposed, linking compensation to company performance [14][15]. Group 3: Board Elections - Proposal 4: The election of the fourth board of directors will include three non-independent directors, with specific candidates nominated [16][17]. - Proposal 5: The election of three independent directors is also on the agenda, with candidates already vetted and approved by the Shanghai Stock Exchange [21][22]. Group 4: Candidate Qualifications - The nominated candidates for the board have been assessed for compliance with legal requirements and have no disqualifying factors [17][22][25][26][27]. - Each candidate's professional background and qualifications are detailed, ensuring they meet the necessary standards for board membership [18][19][20][24][25][26][27].
皇庭国际: 公司章程
Zheng Quan Zhi Xing· 2025-06-19 11:25
Core Points - The article outlines the revised articles of association for Shenzhen Wongtee International Enterprise Co., Ltd. for the year 2024, emphasizing the legal framework and governance structure of the company. Group 1: General Provisions - The company aims to protect the legal rights of the company, shareholders, and creditors, and to regulate its organization and behavior according to relevant laws [1] - The company was established as a joint-stock company in accordance with the Shenzhen Special Economic Zone regulations and has been registered with the Shenzhen Administration for Industry and Commerce [2] - The company has a registered capital of RMB 1,182,528,220 [2] Group 2: Business Objectives and Scope - The company's business objectives include lawful operation, fair competition, and multi-industry development [4] - The business scope includes the sale of daily necessities, cultural products, textiles, clothing, and various other goods, as well as import and export activities [4] Group 3: Shares - The company's shares are issued in the form of stocks, with equal rights for each type of share [5] - The total number of ordinary shares approved at the time of establishment was 41,701,000 shares, with a par value of RMB 1.00 per share [5] Group 4: Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, participate in shareholder meetings, supervise the company's operations, and transfer their shares [11] - Shareholders holding more than 5% of voting shares must report any pledges of their shares to the company [14] Group 5: Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for convening and voting [17] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 3% of shares [22] Group 6: Voting and Resolutions - Resolutions at shareholder meetings can be ordinary or special, with different voting thresholds required for each type [76] - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds of the votes [78]
金诚信: 金诚信矿业管理股份有限公司章程(2025年6月修订)
Zheng Quan Zhi Xing· 2025-06-19 11:03
Core Points - The company is named JCHX Mining Management Co., Ltd., established on May 9, 2011, with a registered capital of RMB 623,776,176 [2][3] - The company aims to become a leading planner, builder, and operator of safe, ecological, and intelligent mines, adhering to market development rules and enhancing technological levels [2][4] - The company issued 95 million shares to the public on June 30, 2015, and is listed on the Shanghai Stock Exchange [1][2] Company Structure - The company is a joint-stock limited company with 25 founding shareholders [1][2] - The chairman serves as the legal representative of the company, and the company is required to appoint a new legal representative within 30 days if the current one resigns [2][3] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with its entire assets [3][4] Business Operations - The company's business scope includes engineering management services, project contracting, technical consulting, and mining machinery manufacturing, among others [4][5] - The company is committed to providing necessary conditions for the activities of the Communist Party organization within the company [3][4] Share Issuance and Management - The company issues shares in the form of stocks, with each share having a face value of RMB 1 [5][6] - The total number of shares issued by the company is 623,776,176, all of which are ordinary shares [5][6] - The company can increase its capital through various methods, including issuing shares to unspecified objects or existing shareholders [6][7] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and supervision of the company's operations, and can request meetings or propose agenda items [10][11] - Shareholders are obligated to comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [15][16] - The company must ensure that shareholders' rights are protected, and any abuse of rights by shareholders can lead to liability for damages [15][16] Governance and Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [19][24] - Decisions at shareholder meetings require a majority or two-thirds majority vote, depending on the nature of the resolution [81][84] - The company must maintain accurate records of meetings, including attendance and voting results, for a period of 10 years [78][79]
晋西车轴: 《晋西车轴股份有限公司章程》修订对照表
Zheng Quan Zhi Xing· 2025-06-19 10:51
Core Points - The company has revised its articles of association to enhance the protection of the rights and interests of shareholders, employees, and creditors, in accordance with relevant laws and regulations [1][4][5] - The registered capital of the company is set at 1,208,190,886 RMB, and it is established as a permanent limited liability company [6][7] - The company emphasizes the equal rights of all shareholders regarding the issuance of shares and profit distribution [6][7][8] Summary by Sections Company Structure and Governance - The company is established under the Company Law and other relevant regulations, with a unified social credit code of 91140000725909617E [1][2] - The articles of association serve as a legally binding document governing the organization and behavior of the company, its shareholders, and management [5][6] Shareholder Rights and Obligations - Shareholders have the right to participate in decision-making processes, including voting on significant corporate matters [12][13] - The company prohibits the transfer of shares within one year of the company's stock being listed on the stock exchange for certain shareholders [10][11] - Shareholders holding more than 5% of the company's shares must report any pledges of their shares to the company [18][19] Capital and Share Issuance - The company can increase its capital through various methods, including public offerings and private placements, ensuring equal rights for all shareholders [6][7][8] - The issuance of shares must adhere to principles of openness, fairness, and justice, with all shares of the same category having equal rights [6][7] Management and Accountability - The chairman of the board acts as the legal representative of the company, and the company is responsible for civil liabilities arising from the actions of its legal representative [4][5] - The articles outline the responsibilities of directors and senior management, including the obligation to act in the best interests of the company and its shareholders [16][17] Compliance and Legal Framework - The company must comply with laws and regulations regarding the management of its financial and accounting practices, ensuring independence from its controlling shareholders [24][25] - The articles provide mechanisms for shareholders to seek legal recourse in case of violations of their rights or the company's interests [16][17]
上声电子: 苏州上声电子股份有限公司第三届监事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-19 10:21
Meeting Details - The third meeting of the Supervisory Board of Suzhou Shansheng Electronics Co., Ltd. was held on June 19, 2025, with all three supervisors present, confirming compliance with relevant laws and regulations [1] Resolutions Passed - The Supervisory Board approved the "Report on the Use of Previous Fundraising" which reflects the company's fundraising usage as of December 31, 2024, in accordance with the regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange [1][2] - The resolution regarding the cancellation of the Supervisory Board and the transfer of its powers to the Audit Committee of the Board was also approved, along with the repeal of the "Rules of Procedure for the Supervisory Board" and amendments to the company's articles of association [2][3]
博菲电气: 公司章程
Zheng Quan Zhi Xing· 2025-06-19 09:34
同次发行的同种类股票,每股的发行条件和价格应当相同;任何单位或者个 人所认购的股份,每股应当支付相同价额。 第十七条 公司发行的股票,以人民币标明面值,每股面值为 1 元。 第十八条 公司发行的股份,在中国证券登记结算有限责任公司深圳分公司 集中存管。 第十九条 公司发起人名称/姓名、认购股份数、出资方式和出资时间等情 况如下: 序 发起人姓名或名 认购的股份 出资 持股比例 出资数额 出资时 号 称 数(万股) 方式 (%) (万元) 间 净资 股 净资 股 净资 嘉兴博菲控股有 限公司 股 海宁聚成投资合 净资 伙) 股 海宁云格投资合 净资 伙) 股 合计 5,370.00 —— 100.00% 5,370.00 —— 第二十条 公司股份总数为 8,128.4 万股,全部为普通股。 第二十一条 公司或公司的子公司(包括公司的附属企业)不得以赠与、垫 资、担保、补偿或贷款等形式,对购买或者拟购买公司股份的人提供任何资助。 第二节 股份增减和回购 第二十二条 公司根据经营和发展的需要,依照法律、法规的规定,经股东 浙江博菲电气股份有限公司 公司章程 大会分别作出决议,可以采用下列方式增加资本: (一)公开发 ...
中储股份: 公司章程
Zheng Quan Zhi Xing· 2025-06-19 09:22
公 司 章 程 中储发展股份有限公司 第一章 总则 第一条 为维护中储发展股份有限公司(以下简称"公司")及 其股东和债权人的合法权益,规范公司的组织和行为,根据《中华人 民共和国公司法》(以下简称《公司法》)、《中华人民共和国证券 法》(以下简称《证券法》)和其他有关规定,制订本章程。 第二条 公司系依照《公司法》《证券法》和其他有关规定成立 的股份有限公司。 公司经国家经济体制改革委员会以体改生(1996)147 号文批准, 以募集方式设立;公司在天津市北辰区市场监督管理局注册登记,取 得营业执照,统一社会信用代码 91120000103070984E。 公司常用英文名称为:CMST Development Co.,Ltd. 第六条 公司注册地址:中国天津市北辰区陆港四经支路 1 号, 邮编 300400。 第七条 公司注册资本为人民币 2,170,079,582 元。 第八条 公司为外商投资股份制(外资比例小于百分之二十五)。 第九条 董事长为公司的法定代表人。 第十条 公司全部资产分为等额股份,股东以其所持股份为限对 公司承担责任,公司以其全部资产对公司的债务承担责任。 第十一条 本章程自生效之日起, ...
宁夏建材: 宁夏建材2025年第一次临时股东大会材料
Zheng Quan Zhi Xing· 2025-06-19 08:25
Meeting Overview - The first extraordinary general meeting of shareholders for Ningxia Building Materials Group Co., Ltd. is scheduled for June 26, 2025, with voting available through both trading and internet platforms [1][2] - The meeting will be chaired by Chairman Wang Yulin, and will include both on-site and online voting methods [1][2] Agenda Items - The meeting will address the proposal to cancel the supervisory board and amend the company's articles of association [2][3] - The proposal to modify the independent director system and other related regulations will also be presented [2] Key Proposals - The company plans to abolish the supervisory board, transferring its powers to the audit committee of the board of directors, and will also repeal the supervisory board's meeting rules [3] - Amendments to the articles of association will include updates to the responsibilities and obligations of the board and shareholders, while other provisions will remain unchanged [3][4] Legal Compliance - The proposals are in accordance with the revised Company Law of the People's Republic of China and the guidelines for listed companies [3][4] - Legal opinions regarding the meeting will be presented by a lawyer to ensure compliance with relevant laws and regulations [2][3]