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河南上市公司协会举办“走进龙头上市公司——宇通客车”活动
Zheng Quan Shi Bao Wang· 2025-07-05 06:49
Group 1 - The event organized by the Henan Securities Regulatory Bureau aimed to enhance the governance and compliance practices of listed companies in Henan, with Yutong Bus as a model company [1][2] - The event included a visit to Yutong Bus's brand experience center and its new energy bus assembly workshop, showcasing the company's commitment to quality and innovation in the bus manufacturing industry [1] - Over 50 participants, including secretaries of boards from 42 listed companies and media representatives, attended the event to learn from Yutong's practices [1] Group 2 - Yutong Bus's secretary shared insights on governance and compliance, covering five key areas: information disclosure, corporate governance, investor relations, public opinion management, and capital operations [2] - The sharing session utilized various tools such as tables, checklists, manuals, and Q&A databases to simplify legal requirements into actionable processes [2] - The Henan Listed Companies Association emphasized the role of leading companies in enhancing governance and compliance, and plans to continue organizing similar events to improve the overall operational standards of listed companies in Henan [2]
62岁A股董事长,被留置!
中国基金报· 2025-07-05 03:41
【亚光科技:董事长被实施留 置】 【导读】亚光科技实控人、董事长李跃先被实施留置 中国基金报记者 牛思若 7 月 4 日, 亚光科技 公告称,收到公司实际控制人、董事长李跃先家属的通知,李跃先被 滑县监察委员会实施留置。 中国基金报问讯 - 更快 更准 更有料 2025-07-04 19:51:18 星期五 中国基金报7月4日电,亚光科技(300123.S Z)7月4日公告,公司实际控制人、董事长李 跃先 被 滑县 监察 委员 会 实施 留置 。 公司 表 示,目前生产经营一切正常,其他董事、监 事及高管均正常履职。公司将持续关注后续 进展,并及时履行信息披露义务。 长按右侧二维码 阅读原文 亚光科技表示,公司拥有完善的治理结构及内部控制机制,日常经营管理由公司高管团队负 责。目前公司生产经营管理情况一切正常,其他董事、监事及高级管理人员均正常履职,董 事会依法履行相关职责。 公开资料显示,李跃先出生于 1963 年,现年 62 岁。李跃先曾任湖南文源公司技术员、厂 长。 1991 年 7 月至 2008 年 12 月,李跃先担任控股股东及其前身湖南凤巢材料有限责任 公司董事长、总经理; 2003 年 6 月 ...
中国软件: 中国软件公司章程(2025年第一次修订)
Zheng Quan Zhi Xing· 2025-07-04 16:43
Core Points - The company is named China National Software & Service Company Limited, established as a joint-stock company in accordance with Chinese laws [2][3] - The registered capital of the company is RMB 940,093,188 [2] - The company aims to develop the national software industry and promote the informatization of the national economy, aspiring to become "China's first software brand and a world-class well-known enterprise" [4] Chapter Summaries Chapter 1: General Provisions - The company is established to standardize its organization and behavior, strengthen the leadership of the Communist Party, and improve its corporate governance structure [1][2] - The company is a permanent joint-stock company, with all assets divided into equal shares, and shareholders are liable only to the extent of their subscribed shares [3] Chapter 2: Business Objectives and Scope - The company's business objectives include the development of the national software industry and the promotion of national economic informatization [4] - The business scope includes software development, sales, and various technology services, as well as training and education services [4][5] Chapter 3: Shares - The company's shares are issued in the form of stocks, with equal rights for each share of the same type [6][7] - The total number of shares is 940,093,188, all of which are ordinary shares [7] Chapter 4: Shareholders and Shareholders' Meeting - The shareholders have rights to dividends, voting, and other benefits proportional to their shareholdings [12][13] - The company must hold annual and temporary shareholders' meetings, with specific procedures for calling and conducting these meetings [17][18] Chapter 5: Board of Directors - The board of directors is responsible for the company's management and decision-making, with specific roles for independent directors and committees [5][6] Chapter 6: General Manager and Other Senior Management - The general manager and senior management are responsible for the day-to-day operations of the company [5] Chapter 7: Supervisory Board - The supervisory board oversees the company's operations and ensures compliance with laws and regulations [5] Chapter 8: Party Committee - The company establishes a party organization to ensure the leadership of the Communist Party within its structure [3] Chapter 9: Financial Accounting System - The company has established a financial accounting system, including internal audits and the appointment of accounting firms [5] Chapter 10: Employee Democratic Management - The company promotes democratic management among employees and establishes labor and personnel systems [5] Chapter 12: Mergers, Divisions, and Liquidation - The company outlines procedures for mergers, divisions, capital increases, reductions, and liquidation [5] Chapter 13: Amendment of Articles - The company can amend its articles of association following legal procedures [5] Chapter 14: Supplementary Provisions - The articles of association serve as a binding document for the company and its stakeholders [3][5]
嘉麟杰: 第六届监事会第十三次会议决议公告
Zheng Quan Zhi Xing· 2025-07-04 16:34
Group 1 - The company held its 13th meeting of the 6th Supervisory Board on July 2, 2025, with all three supervisors present, confirming the legality and validity of the meeting [1][2] - The Supervisory Board unanimously approved the proposal to cancel the Supervisory Board and transfer its powers to the Audit Committee of the Board of Directors, which will also lead to the abolition of related rules [2] - The proposal will be submitted for review at the company's first extraordinary shareholders' meeting in 2025 [1][2] Group 2 - The decision to abolish the Supervisory Board is in accordance with the Company Law and the revised guidelines for listed companies [2] - The company ensures that the information disclosed is true, accurate, and complete, with no false records or misleading statements [1]
豫光金铅: 河南豫光金铅股份有限公司董事会提名委员会实施细则
Zheng Quan Zhi Xing· 2025-07-04 16:34
General Provisions - The purpose of the implementation rules is to standardize the decision-making process and the selection of senior management, optimize the composition of the board, and improve the corporate governance structure [2] - The Nomination Committee is established as a specialized working body of the board, responsible for selecting candidates for directors and senior management, and making recommendations to the board [2] Composition of the Committee - The Nomination Committee consists of three directors, including two independent directors [3] - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [3] - The committee has a chairperson who is an independent director, responsible for leading the committee's work [3] Responsibilities and Authority - The Nomination Committee is responsible for formulating selection criteria and procedures for directors and senior management, reviewing candidates' qualifications, and making recommendations on various matters to the board [5] - The board has the authority to reject plans or proposals that may harm shareholders' interests [5] - Major shareholders must respect the committee's recommendations regarding candidates unless there is sufficient reason or reliable evidence to propose alternatives [5] Decision-Making Procedures - The committee will research the selection criteria and procedures for directors and senior management based on relevant laws and the company's actual situation, and submit resolutions to the board for approval [6] - The selection process includes communication with relevant departments, searching for candidates internally and externally, and gathering detailed information about candidates [6] Meeting Rules - Meetings of the Nomination Committee must be announced three days in advance, except in special circumstances [7] - A quorum for meetings requires the presence of at least two-thirds of the committee members [8] - Decisions made in meetings must be recorded, and all members have a confidentiality obligation regarding the discussed matters [8] Supplementary Provisions - The implementation rules take effect upon approval by the board, and previous rules are abolished [9] - Any matters not covered by these rules will be executed according to national laws and regulations [9]
协鑫能科: 董事会议事规则(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-04 16:34
Group 1 - The company aims to improve its governance structure and ensure the board of directors operates independently and effectively [1][2] - The board of directors is established as a permanent decision-making body, exercising its powers within the scope defined by laws, regulations, and the company's articles of association [1][2] - The board consists of nine directors, including three independent directors, ensuring that independent directors make up at least one-third of the board [2][5] Group 2 - The board has established several specialized committees, including the Strategy and Sustainable Development Committee, Audit Committee, Nomination Committee, and Remuneration and Assessment Committee [2][3] - The board is responsible for handling daily affairs through the securities department [2][3] - Independent directors must account for more than half of the members in the Audit, Nomination, and Remuneration Committees [2][3] Group 3 - Directors must be natural persons and cannot hold the position if they meet certain disqualifying conditions, such as criminal convictions or bankruptcy involvement [5][6] - The company must terminate the position of any director who meets disqualifying conditions during their term [4][6] - Directors are required to attend board meetings personally, and if unable to do so, they must appoint another director to attend on their behalf [5][6] Group 4 - Directors are expected to act diligently and prudently, considering the legality and potential impacts of the matters under discussion [7][8] - The board must ensure that decisions regarding significant transactions are made with a thorough understanding of their implications for the company's financial health and long-term development [6][8] - Directors must avoid conflicts of interest and disclose any relationships that may affect their decision-making [5][6] Group 5 - The board is tasked with reviewing and approving major financial matters, including investments, financing, and profit distribution [10][11] - Directors must ensure that the company's financial reports are accurate and complete, and they are responsible for signing off on these reports [11][12] - The board must also oversee compliance with relevant laws and regulations in its operations [12][13]
绿色动力: 董事会提名委员会工作细则(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-04 16:23
绿色动力环保集团股份有限公司 董事会提名委员会工作细则 绿色动力环保集团股份有限公司 董事会提名委员会工作细则 第一章 总则 第一条 为规范绿色动力环保集团股份有限公司(以下简称"公司")董事、 高级管理人员的产生程序,完善公司治理结构,根据《中华人民共和国公司法》、 《上市公司治理准则》等相关法律、法规、规范性文件、《绿色动力环保集团股 份有限公司章程》 (以下简称"《公司章程》")和《香港联合交易所有限公司证券 上市规则》、 第三条 提名委员会成员由三名以上的董事组成,成员应当为单数,其中独 立非执行董事应占多数,且至少应包含一名不同性别的董事。 第四条 提名委员会委员由董事长或三分之一以上董事会成员联合提名,并 由董事会以全体董事的过半数选举产生。 第五条 提名委员会设召集人即主任委员一名,由独立非执行董事委员担 任,由董事会任命,负责主持委员会工作。主任委员不能或不履行职责时,由二 分之一以上委员共同推举一名独立非执行董事委员代行其职责。 第六条 提名委员会任期与董事会任期一致,委员任期届满,连选可以连任。 期间如有委员不再担任公司董事职务,自动失去委员资格。提名委员会委员可以 在任期届满以前向董事会 ...
振华新材: 关于公司取消监事会并修订《公司章程》及修订、制定部分治理制度的公告
Zheng Quan Zhi Xing· 2025-07-04 16:22
Core Viewpoint - Guizhou Zhenhua New Materials Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance in compliance with relevant laws and regulations [1][2]. Group 1: Cancellation of Supervisory Board - The company will no longer establish a supervisory board and supervisors, with the audit committee of the board of directors assuming the powers previously held by the supervisory board [1][2]. - The rules governing the supervisory board will be abolished, and any references to the supervisory board in the company's regulations will no longer apply [1][2]. Group 2: Amendments to Articles of Association - The amendments to the articles of association aim to improve the corporate governance structure and adapt to the regulatory requirements for companies listed on the Sci-Tech Innovation Board [2][3]. - The term "shareholders' meeting" will be uniformly modified to "shareholders' assembly," and references to "supervisors" and "supervisory board resolutions" will be removed [2][3]. - The amendments will also include changes in the numbering of articles and minor wording adjustments without altering the substantive content [2][3].
嘉和美康: 嘉和美康关于修订公司章程的公告
Zheng Quan Zhi Xing· 2025-07-04 16:22
证券代码:688246 证券简称:嘉和美康 公告编号:2025-049 嘉和美康(北京)科技股份有限公司 关于修订公司章程的公告 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、准确性和完整性依法承担法律责任。 嘉和美康(北京)科技股份有限公司(以下简称"公司")于 2025 年 7 月 份有限公司 2025 年第三次临时股东会增加临时提案的函》,根据公司实际经营 情况和发展需要,公司新设联席总经理岗位,相应修订公司章程,本事项尚需提 交 2025 年第三次临时股东会审议。具体情况如下: 一、修订《公司章程》的原因 根据公司实际经营情况和发展需要,公司新设联席总经理岗位,相应修订公 司章程。 二、《公司章程》修订情况 修订前 修订后 第十二条 本章程所称高级管理人员是 第十二条 本章程所称高级管理人员 指公司的总经理、副总经理、财务负责 是指公司的总经理、联席总经理、副 人、董事会秘书和本章程规定的其他人 总经理、财务负责人、董事会秘书和 员。 本章程规定的其他人员。 第一百一十一条 董事会行使下列职 第一百一十一条 董事会行使下列职 权: 权: …… … ...
航天电子: 航天时代电子技术股份有限公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-04 16:22
General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while adhering to the leadership of the Communist Party and improving corporate governance structures [2][4] - The company was established in accordance with the Wuhan municipal government's regulations on state-owned enterprises and has been registered with the Wuhan Administration for Industry and Commerce [2][3] Company Structure and Capital - The registered capital of the company is RMB 3,299,299,334, and it is a permanent joint-stock company [3][6] - The company has a total of 512,489,000 shares, with various categories including state shares, founder shares, and individual shares [3][9] Business Objectives and Scope - The company's business objective is to leverage aerospace technology to promote the commercialization of high-tech achievements and enhance competitiveness and economic efficiency [6][7] - The company engages in a wide range of activities, including information system integration, software and hardware sales, satellite communication, and various technology services [7] Share Issuance and Management - The company issues shares in a public, fair, and just manner, ensuring equal rights for all shareholders of the same category [9][10] - The company can increase its capital through various methods, including issuing shares to unspecified objects or existing shareholders [10][11] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, participate in shareholder meetings, supervise company operations, and access company documents [14][15] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [20][21] Control and Governance - The actual controller of the company is China Aerospace Science and Technology Corporation, which must maintain its controlling position [6][20] - The company must adhere to strict regulations regarding the management of military products and ensure compliance with national defense laws [6][7] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for convening and conducting these meetings [48][49] - Shareholder proposals must be submitted in advance and comply with legal and regulatory requirements [58][59]