公司章程修订

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重庆建工: 《重庆建工集团股份有限公司章程》修订对比表
Zheng Quan Zhi Xing· 2025-08-24 16:16
Group 1 - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior [2][3] - The company will appoint a new legal representative within thirty days if the current one resigns [2] - The company assumes civil liability for damages caused by the legal representative while performing duties, with the right to seek compensation from the representative if at fault [2][3] Group 2 - The company’s shares are issued based on principles of openness, fairness, and justice, ensuring equal rights for all shares of the same category [4] - The company can provide financial assistance for acquiring its shares, with a limit of 10% of the total issued capital [4][5] - The company’s operational scope includes various construction and engineering services, with specific qualifications for different types of projects [3][4] Group 3 - The company’s articles of association will serve as a legally binding document governing the rights and obligations of the company, shareholders, and management [2][3] - Shareholders have the right to sue other shareholders, directors, supervisors, and senior management under the provisions of the articles [3] - The company’s governance structure includes a dual-entry and cross-appointment leadership system for qualified party organization members [3][4] Group 4 - The company’s shareholders are obligated to comply with laws, regulations, and the articles of association, and must pay their subscribed capital [20][21] - Shareholders are prohibited from abusing their rights to harm the company or other shareholders' interests [20][21] - The company’s controlling shareholders and actual controllers must exercise their rights in accordance with laws and regulations, ensuring the protection of the company’s interests [22][23]
重庆建工: 重庆建工关于修订《公司章程》及相关议事规则的公告
Zheng Quan Zhi Xing· 2025-08-24 16:16
Group 1 - The company is revising its Articles of Association and related meeting rules to comply with the newly amended Company Law of the People's Republic of China and other regulatory requirements [1] - The company plans to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [1] - The proposed amendments will be submitted for approval at the shareholders' meeting, and the management will be authorized to handle the necessary registration changes [1]
重庆建工: 重庆建工集团股份有限公司章程(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-24 16:16
《重庆建工集团股份有限公司章程》 修订对比表 修订类 | 原条文 修改后条文 | | | | | | | | | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | | | 型 | | | | | | | | | | | 为维护重庆建工集团股份有 第一条 | 为维护重庆建工集团股份有 | 第一条 | | | | | | | | | | 限公司(以下简称"公司"或"本公司")、 | 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 | 股东、职工和债权人的合法权益,规范 | | | | | | | | | | | 组织和行为,根据《中华人民共和国公 | 公司的组织和行为,根据《中华人民共 | | | | | | | | | | | 司法》(以下简称"《公司法》")《中华 | | | | 修改 | | | | | | | | (以下简称"《证券 | 《中华人民共和国证券法》(以下简称 | 人民共和国证券法》 | | | | | | | | | | 法 ...
格林美: 关于修订《公司章程》及相关议事规则并办理工商变更登记的公告
Zheng Quan Zhi Xing· 2025-08-24 16:13
Core Points - The company GreenMei Co., Ltd. has proposed amendments to its Articles of Association and related rules, which will be submitted for approval at the upcoming extraordinary shareholders' meeting [1][2] - The amendments include the dissolution of the supervisory board, with its functions being transferred to the audit committee of the board of directors [1][2] - The company has completed the repurchase and cancellation of 1.9925 million restricted shares, reducing its total shares from 5,126,291,557 to 5,124,299,057 [2] Summary by Sections Company Governance - The company aims to enhance its governance structure by eliminating the supervisory board and transferring its responsibilities to the audit committee [1][2] - The current supervisory board will continue to fulfill its duties until the new structure is implemented [1] Share Capital Changes - The company has successfully completed the repurchase and cancellation of 1.9925 million restricted shares, leading to a decrease in registered capital from RMB 5,126,291,557 to RMB 5,124,299,057 [2] - The total number of shares has been adjusted accordingly, reflecting the company's ongoing efforts to manage its equity structure [2] Articles of Association Amendments - The proposed amendments to the Articles of Association include various provisions aimed at aligning with the new Company Law and regulatory requirements [2][3] - Specific changes include the legal representation of the company and the responsibilities of the board of directors and shareholders [3][4]
GQY视讯: 第七届董事会独立董事专门会议第九次会议决议
Zheng Quan Zhi Xing· 2025-08-24 16:13
宁波 GQY 视讯股份有限公司 宁波 GQY 视讯股份有限公司(以下简称"GQY 视讯"或"公司")第七届 董事会独立董事专门会议第九次会议于 2025 年 8 月 22 日在公司会议室以现场和 通讯方式召开。本次会议通知于 2025 年 8 月 19 日发出。本次会议应出席独立董 事 3 名,实际出席独立董事 3 名。经与会独立董事一致推举,本次会议由独立董 事郝振江先生召集并主持。本次会议的召开符合《中华人民共和国公司法》《上 市公司独立董事管理办法》等法律、行政法规、规范性文件以及《公司章程》 《宁 波 GQY 视讯股份有限公司独立董事工作制度》的规定。与会独立董事对会议通 知的各项议案进行了审议,经与会独立董事讨论并表决,本次专门会议形成以下 决议: 一、审议通过《关于公司董事会换届选举暨提名第八届董事会非独立董事候 选人的议案》 经审核,公司董事会换届选举的非独立董事候选人提名已征得被提名人本人 同意,提名程序符合《公司法》和《公司章程》的有关规定。非独立董事候选人 任职资格符合担任公司董事的条件,具备履行董事职责所必需的工作经验和能力, 不存在《公司法》《深圳证券交易所创业板股票上市规则》《深圳证 ...
中钢天源拟修订《公司章程》,注册资本调整至75.39亿元
Xin Lang Cai Jing· 2025-08-24 09:17
中钢天源股份有限公司于2025年8月21日召开第八届董事会第七次会议,审议通过了《关于变更注册资 本修订〈公司章程〉及相关议事规则的议案》。公司依据《中华人民共和国公司法》等相关法律法规及 规范性文件规定,结合实际情况,拟对《公司章程》相关条款进行修订。 修订要点 机构设置调整 删除监事会相关章节,序号相应调整,由审计委员会行使《公司法》规定的监事会职责。 后续安排 除上述修订外,《公司章程》其他条款保持不变,但部分条款序号及交叉引用的条款序号已相应调整。 上述变更最终以市场监督管理部门核准的内容为准。本次修改《公司章程》的事项尚需提交股东会审 议,并提请股东会授权公司董事会于股东会审议通过本事项后,由董事会授权相关人员及时向市场监督 管理部门办理《公司章程》的变更登记手续。 声明:市场有风险,投资需谨慎。 本文为AI大模型基于第三方数据库自动发布,任何在本文出现的信 息(包括但不限于个股、评论、预测、图表、指标、理论、任何形式的表述等)均只作为参考,不构成 个人投资建议。受限于第三方数据库质量等问题,我们无法对数据的真实性及完整性进行分辨或核验, 因此本文内容可能出现不准确、不完整、误导性的内容或信息,具体 ...
报喜鸟控股股份有限公司 第八届董事会第十九次会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-08-23 17:53
登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码:002154 证券简称:报喜鸟 公告编号:2025一一038 报喜鸟控股股份有限公司 第八届董事会第十九次会议决议公告 1、审议通过了《关于修订〈公司章程〉的议案》; 表决结果:同意票7票,反对票0票,弃权票0票。 《章程修正案》详见巨潮资讯网(www.cninfo.com.cn)。 该议案尚须提交公司2025年第二次临时股东会审议。 三、备查文件 1、公司第八届董事会第十九次会议决议。 本公司及董事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、误导性陈述或重大遗 漏。 一、董事会会议召开情况 报喜鸟控股股份有限公司(以下简称"公司")于2025年8月22日以专人送达或邮件形式发出了召开第八 届董事会第十九次会议的通知,会议于2025年8月22日以现场结合通讯方式召开,应出席董事7名,实际 出席董事7名。会议的召集、召开程序及出席的董事人数符合有关法律、行政法规、部门规章、规范性 文件和公司章程的规定,合法、有效。会议由公司董事长兼总经理吴志泽先生主持,高级管理人员列席 了会议。 二、董事会会议审议情况 经全体出席会议的董事审议表决,形 ...
深圳市得润电子股份有限公司发布2025年章程修订稿,明确多项核心规则
Xin Lang Cai Jing· 2025-08-23 05:28
Core Viewpoint - Shenzhen Derun Electronics Co., Ltd. has released a revised version of its Articles of Association, which details the company's organizational and operational rules, covering important aspects such as share issuance, shareholder rights, and corporate governance [1] Share Issuance Rules - The company adheres to principles of openness, fairness, and justice in share issuance, ensuring equal rights for similar shares. Financial assistance for acquiring company shares is generally prohibited, except for employee stock ownership plans, which can be approved by the shareholders' meeting or board of directors, with a limit of 10% of the total issued share capital [2] Shareholder and Shareholder Meeting Rights Protection - The company maintains a shareholder register based on securities registration institutions, where shareholders enjoy rights such as dividends, voting, and supervision, while also bearing obligations like timely reporting of share changes. The annual shareholders' meeting is held once a year within six months after the end of the previous fiscal year, with provisions for extraordinary meetings under specific circumstances [3] Corporate Governance Structure - The board of directors consists of 7 to 9 members, including 1 to 2 employee representatives and 3 independent directors. The board has various powers, including convening shareholders' meetings and deciding on business plans. The chairman is elected by a majority of the board members [4] Merger and Division Rules - The company can merge through absorption or new establishment, with certain conditions allowing for board resolutions without shareholder approval if the payment does not exceed 10% of net assets. Clear procedures are established for division, capital increase, and decrease, as well as dissolution and liquidation [5]
山河智能修订公司章程,明确多项重要规定及运作机制
Xin Lang Cai Jing· 2025-08-23 04:26
Core Points - The company, Shanhe Intelligent Equipment Co., Ltd., has revised its articles of association as of September 2025, detailing various aspects of its organization, shareholder rights, and board structure [1][3] - The company was established through the overall change of Changsha Shanhe Engineering Machinery Co., Ltd. and was listed on the Shenzhen Stock Exchange on December 22, 2006, with a registered capital of RMB 1.0746 billion [1][3] - The company has issued 107,461,726.4 shares, all of which are ordinary shares, and follows principles of openness, fairness, and justice in its share issuance [1][3] Shareholder and Shareholder Meeting - The shareholder meeting is the company's power institution, responsible for electing and replacing directors and approving board reports, with annual and temporary meetings held under strict procedural regulations [2] - Proposals for meetings must meet specific criteria, and voting requires a majority or two-thirds majority depending on the resolution type [2] Board of Directors - The board consists of eleven directors, including a chairman and potentially a vice-chairman, with authority over long-term development decisions and executive appointments [2] - The board has established various committees, including an audit committee and a strategic committee, each with defined responsibilities [2] Senior Management - The company has a general manager, several deputy managers, and other senior management roles, all appointed by the board and subject to specific regulations regarding their tenure and obligations [2] Financial and Audit Policies - The company has a financial accounting system in place and actively implements a profit distribution policy, primarily through cash dividends, ensuring that cash distributions over the last three years are at least 30% of the average distributable profit [3] - Internal audits are conducted to oversee business activities, and the appointment of accounting firms is determined by the shareholder meeting [3] Additional Regulations - The articles of association also cover notifications, mergers, capital increases, reductions, dissolution, and amendments, ensuring compliance with regulatory procedures [3] - The recent revision of the articles aims to enhance the company's governance structure and operational mechanisms, providing a solid institutional guarantee for its standardized development [3]
广东德生科技股份有限公司2025年半年度报告摘要
Shang Hai Zheng Quan Bao· 2025-08-22 23:10
Core Viewpoint - The company, Guangdong Desheng Technology Co., Ltd., has approved its 2025 semi-annual report and related governance changes, including the dissolution of the supervisory board and the reassignment of its duties to the audit committee of the board of directors [8][63]. Company Basic Information - The company has not changed its controlling shareholder or actual controller during the reporting period [5][6]. - The company plans not to distribute cash dividends or issue bonus shares during this reporting period [3]. Financial Data and Performance - The company raised a total of 252.72 million RMB from its initial public offering, with a net amount of 213.86 million RMB after deducting issuance costs [48]. - As of June 30, 2025, the company has invested 22.23 million RMB of the raised funds, leaving a balance of 6.32 million RMB unutilized [50][51]. Governance Changes - The board of directors has approved the revision of the company's articles of association, eliminating the supervisory board and transferring its responsibilities to the audit committee [63]. - The company has also revised several internal governance documents to enhance operational standards and compliance with legal regulations [15][63]. Shareholder Meeting - The company plans to convene its first extraordinary general meeting of 2025 on September 8, 2025, to discuss the resolutions that require shareholder approval [39][40]. Fund Management - The company has established a dedicated account for managing raised funds, ensuring compliance with regulatory requirements and protecting investor interests [51][52]. - The company has adhered to the regulations regarding the storage and use of raised funds, with no violations reported during the period [58]. Internal Governance Revisions - The company has made several amendments to its internal governance rules, including renaming and restructuring various operational guidelines to align with current practices [15][63].