Workflow
取消监事会
icon
Search documents
华海清科: 第二届监事会第十次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:15
Group 1 - The company held its 10th meeting of the second Supervisory Board, which was conducted via communication, with all 5 supervisors present, ensuring compliance with relevant laws and regulations [1] - The Supervisory Board approved the 2025 semi-annual report and its summary, confirming that the report accurately reflects the company's actual situation and complies with legal requirements [1][2] - The board also approved the special report on the storage and actual use of raised funds for the first half of 2025, confirming compliance with regulations and no misuse of funds [2] Group 2 - The board agreed to cancel the Supervisory Board and transfer its powers to the Audit Committee of the Board, while also approving a capital increase of 4.90 shares for every 10 shares held, totaling 115,743,812 shares [2][3] - The proposal to change the registered capital and amend the company's articles of association will be submitted to the shareholders' meeting for approval [3]
南方航空: 南方航空关于修订《公司章程》《股东会议事规则》及《董事会议事规则》并取消监事会的公告
Zheng Quan Zhi Xing· 2025-08-29 17:14
Core Viewpoint - China Southern Airlines is revising its Articles of Association, Shareholders' Meeting Rules, and Board Meeting Rules, and will abolish the Supervisory Board, transferring its responsibilities to the Audit and Risk Management Committee of the Board [1][2]. Summary by Sections Company Articles of Association - The company will no longer have a Supervisory Board, with its powers being transferred to the Audit and Risk Management Committee [2]. - The legal representative of the company will be the chairman of the board, who will execute company affairs [3]. - The company’s assets are divided into equal shares, and shareholders are liable only to the extent of their subscribed shares [4]. Shareholders' Meeting Rules - The revised rules will allow shareholders to propose matters for discussion, and the rules will be subject to approval by the shareholders' meeting [2][4]. - The rules outline the rights and obligations of shareholders, ensuring equal rights for shareholders of the same class of shares [6][7]. Board Meeting Rules - The board will have the authority to make decisions regarding the company’s operations, including capital increases and significant asset transactions [6][7]. - The board is required to convene meetings under specific circumstances, such as when the number of directors falls below legal requirements [22][23]. Transition and Implementation - The revisions will take effect after approval by the shareholders' meeting [2]. - The company will ensure compliance with relevant laws and regulations during the transition [2][19].
天普股份: 天普股份关于公司取消监事会、修订《公司章程》和部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 16:39
Core Viewpoint - Ningbo Tianpu Rubber Technology Co., Ltd. plans to cancel its supervisory board and amend its articles of association and governance systems, with the supervisory board's functions being transferred to the audit committee of the board of directors [1][2]. Summary by Sections Cancellation of Supervisory Board - The company intends to cancel the supervisory board based on relevant laws and regulations, with the audit committee of the board of directors assuming its responsibilities. The current supervisory board will continue to perform its duties until the shareholders' meeting approves the cancellation [1]. Amendment of Articles of Association - The company will revise its articles of association to reflect the cancellation of the supervisory board and will not appoint employee representative directors. Specific amendments include changes to the registration details and the roles of the legal representative [2][3]. Legal and Regulatory Compliance - The amendments are in accordance with the latest Company Law of the People's Republic of China and relevant regulations from the Shanghai Stock Exchange, ensuring compliance with legal standards [2][3]. Company Structure and Governance - The revised articles will establish the company as a legal entity with defined rights and obligations among shareholders, directors, and senior management, ensuring a clear governance framework [5][6]. Shareholder Rights and Responsibilities - Shareholders will retain the right to sue the company and its directors, and the articles will outline the responsibilities of shareholders, including compliance with laws and regulations [5][6][17][18].
银龙股份: 天津银龙预应力材料股份有限公司2025年第一次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-08-29 16:29
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 on September 5, 2025, at 15:00, with both on-site and online voting options available [1][4][5] - The agenda includes a proposal to change the company's registered capital and to cancel the supervisory board, transferring its responsibilities to the audit committee of the board of directors [5][6][7] Summary by Sections Meeting Procedures - Shareholders must register according to the notice published on August 20, 2025, in designated newspapers and the Shanghai Stock Exchange website [1] - The meeting will be conducted with a combination of on-site and online voting, and shareholders must arrive on time to confirm their attendance [2][4] - Shareholders have the right to speak, inquire, and vote during the meeting, but must maintain order and respect the rights of others [2][6] Agenda Items - **Proposal 1**: Change of Registered Capital - The company plans to issue 6.53 million restricted shares, increasing the total share capital from 854,764,000 shares to 857,344,000 shares [5] - The proposal requires shareholder approval and subsequent registration with the relevant authorities [5] - **Proposal 2**: Cancellation of the Supervisory Board - The company intends to abolish the supervisory board, with its functions being assumed by the audit committee of the board of directors [6][7] - Current supervisors will be relieved of their duties upon approval of this proposal [7] Legal and Compliance - A lawyer will be present to witness the meeting and provide legal opinions [4][8] - The company emphasizes the importance of maintaining order and protecting the rights of shareholders during the meeting [2][4]
巨星农牧: 乐山巨星农牧股份有限公司第四届董事会第二十九次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 11:12
Meeting Overview - The fourth meeting of the board of directors of Leshan Juxing Agricultural and Animal Husbandry Co., Ltd. was held on August 29, 2025, with all 9 directors present [1] - The meeting was convened by Chairman Duan Lifeng and complied with relevant laws and regulations [1] Resolutions Passed - The board approved the proposal to abolish the supervisory board and amend the company's articles of association, with a unanimous vote of 9 in favor [1][2] - The board also approved the revision of related company regulations, again with a unanimous vote of 9 in favor [2] - A proposal to hold the second extraordinary general meeting of shareholders in 2025 was approved, scheduled for September 15, 2025, at 15:00 [2]
依顿电子: 第六届监事会第十六次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 09:25
本公司监事会及全体监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、监事会会议召开情况 广东依顿电子科技股份有限公司(2025) 证券代码:603328 证券简称:依顿电子 公告编号:临 2025-017 广东依顿电子科技股份有限公司 (一)审议通过《关于 2025 年半年度报告及其摘要的议案》 监事会根据相关法律法规的要求,对董事会组织编制的公司《2025 年半年 度报告》及其摘要进行了认真审核,认为公司《2025 年半年度报告》及其摘要 的内容和格式、编制和审议程序均符合法律法规和公司治理制度的各项规定;该 报告披露的信息真实、准确、完整,不存在任何虚假记载、误导性陈述或者重大 遗漏,真实反映了公司 2025 年半年度的经营成果和财务状况。 具体内容详见公司同日在上海证券交易所网站(www.sse.com.cn)及相关指 定信息披露媒体上披露的《2025 年半年度报告》及《2025 年半年度报告摘要》。 表决结果:3 票同意,0 票反对,0 票弃权。 广东依顿电子科技股份有限公司(2025) (二)审议通过《关于修订 <公司章程> 及取消 ...
上海联明机械股份有限公司2025年半年度报告摘要
Group 1 - The company plans to distribute a cash dividend of 3.80 yuan (including tax) for every 10 shares, totaling 96,616,615 yuan (including tax) based on a total share capital of 254,254,250 shares as of June 30, 2025 [1][5][11] - The profit distribution plan requires approval at the first extraordinary general meeting of shareholders in 2025 [1][12][18] - The company has reported a retained earnings of 730,018,048.09 yuan as of June 30, 2025, and the proposed cash dividend represents 275.73% of the net profit attributable to shareholders [13][11] Group 2 - The sixth meeting of the sixth supervisory board approved the half-year report for 2025 with unanimous consent from all participating supervisors [3][15] - The sixth meeting of the seventh board of directors also approved the half-year report and the profit distribution plan with unanimous votes [19][22] - The company will no longer have a supervisory board, and the audit committee of the board will assume the responsibilities previously held by the supervisory board [52][53] Group 3 - The first extraordinary general meeting of shareholders is scheduled for September 12, 2025, to discuss the profit distribution plan and other related proposals [29][31] - The voting for the general meeting will be conducted both on-site and through the Shanghai Stock Exchange's online voting system [32][38] - The company will provide reminders to shareholders about the meeting and voting through SMS notifications [38]
佰仁医疗: 佰仁医疗第三届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-08-27 14:04
Meeting Details - The third meeting of the supervisory board of Beijing Bairen Medical Technology Co., Ltd. was held on August 27, 2025, in a combined format of on-site and remote voting [1] - The meeting was convened by the chairwoman Wang Donghui, with all three supervisors present, ensuring compliance with relevant laws and the company's articles of association [1] Supervisory Board Resolutions - The supervisory board unanimously approved the proposal regarding the company's 2025 semi-annual report and its summary, confirming that the report's preparation and review procedures comply with legal regulations and internal control systems [2] - The content and format of the 2025 semi-annual report meet the requirements set by the China Securities Regulatory Commission and the Shanghai Stock Exchange, reflecting the company's true, accurate, and complete status [2] - The board also approved the proposal to abolish the supervisory board, transferring its powers to the audit committee of the board of directors, with the relevant rules being nullified [2]
吉林高速: 吉林高速公路股份有限公司关于取消监事会并修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-08-27 13:09
证券代码:601518 证券简称:吉林高速 公告编号:临 2025-021 吉林高速公路股份有限公司 关于取消监事会并修订《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、准确性和完整性承担法律责任。 吉林高速公路股份有限公司(以下简称公司)于2025年8月26日召开第四届 董事会第六次会议、第四届监事会第六次会议,审议通过《关于取消监事会并修 订 <公司章程> 的议案》,该项议案尚需提交公司2025年第二次临时股东大会审议。 具体情况如下: 一、取消监事会的依据 根据《公司法》(2023年修订)的相关规定,结合公司实际情况,公司将不 再设置监事会,监事会的职权由董事会审计委员会行使,《吉林高速公路股份有 限公司监事会议事规则》等监事会相关制度相应废止。 二、《公司章程》修订要点 一是,新增控股股东和实际控制人专节,明确规定控股股东及实际控制人的 职责和义务;二是,新增董事任职资格、职工董事设置、董事和高级管理人员职 务侵权行为的责任承担等条款;三是,完善董事、董事会及专门委员会的要求, 在"董事会"一章中,新增了"独立董事""董事会专门 ...
恒通股份: 恒通物流股份有限公司第五届董事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-08-27 09:11
Core Points - The company held its 12th meeting of the 5th Board of Directors on August 27, 2025, where several key resolutions were passed [1] - The company approved the 2024 semi-annual report and summary, which will be disclosed on August 28, 2025 [1] - A cash dividend of 0.045 yuan per share (before tax) was proposed for all shareholders, subject to approval at the shareholders' meeting [2] - The company approved a risk assessment report regarding financial transactions with Nanshan Group Financial Co., Ltd., with the related director abstaining from the vote [2][3] - The company decided to abolish the supervisory board, transferring its responsibilities to the audit committee of the board, and will amend its articles of association accordingly [3] - The company plans to hold its first extraordinary shareholders' meeting of 2025 on September 15, 2025, to discuss the resolutions passed [6]