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嘉友国际: 嘉友国际物流股份有限公司章程(2025年修订,尚需股东会审议通过)
Zheng Quan Zhi Xing· 2025-08-29 11:44
第四条 公司注册名称:嘉友国际物流股份有限公司 第一章 总则 第一条 为维护嘉友国际物流股份有限公司(以下简称"公司")、股东、 职工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限公司。 由嘉友国际物流(北京)有限公司整体变更设立的股份有限公司,公司在 北京市西城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: 第三条 公司于 2017 年 12 月 15 日经中国证券监督管理委员会(以下简称 "中国证监会")证监许可[2017]2335 号文核准,首次向社会公众发行人民币 普通股 2,000 万股,于 2018 年 2 月 6 日在上海证券交易所(以下简称"证券交 易所")上市。 嘉友国际物流股份有限公司章程 (尚需股东会审议) (2025 年修订) 目 录 公司英文名称:Jiayou International Logistics Co., Ltd. 第五条 公司住所:北京市西城区阜成门外大街 31 号 6 层 6 ...
交运股份: 上海交运集团股份有限公司第九届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 10:25
Meeting Overview - The ninth meeting of the supervisory board of Shanghai Jiaoyun Group Co., Ltd. was held on August 18, 2025, in accordance with relevant laws and regulations [1] - The meeting was chaired by He Minghui, and all resolutions were passed with a unanimous vote of 3 in favor, 0 against, and 0 abstentions [1] Financial Report Review - The supervisory board conducted a thorough review of the 2025 semi-annual report, confirming that the preparation and review processes complied with legal and regulatory requirements [1] - The report was deemed to accurately reflect the company's financial and operational status for the first half of 2025, with no false statements or omissions identified [1] Internal Control Evaluation - The supervisory board reviewed the internal control self-assessment report for the first half of 2025, finding it to be objective and truthful regarding the company's internal control situation [2] - The voting results for this evaluation were also unanimous, with 3 votes in favor, 0 against, and 0 abstentions [2] Amendments to Company Regulations - The supervisory board approved amendments to the company's articles of association, including the cancellation of the supervisory board, transferring its legal powers to the audit committee of the board of directors [2][3] - The amendments to the rules of the shareholders' meeting and the board meeting were also approved, with unanimous voting results [3][4] Director Appointment - Zhang Zheng was confirmed to meet the qualifications for serving as a non-independent director, with no disqualifications or penalties from regulatory bodies [4] - This appointment will also be submitted for approval at the upcoming shareholders' meeting [4] Upcoming Shareholders' Meeting - The company plans to hold its second extraordinary shareholders' meeting of 2025 on September 16, 2025, using a combination of on-site voting and online voting [4]
恒为科技: 2025年第一次临时股东大会资料
Zheng Quan Zhi Xing· 2025-08-29 10:24
Group 1 - The company will hold its first extraordinary general meeting of shareholders in 2025, allowing for both network and internet voting during specified time slots on the day of the meeting [2] - The meeting will take place at the company's conference room located at 2388 Chenxing Road, Minhang District, Shanghai [4] Group 2 - Proposal one involves the cancellation of the supervisory board and the revision of the company's articles of association, in compliance with the new Company Law effective from July 1, 2024 [3] - The supervisory board will be replaced by the audit committee of the board of directors, which will assume the supervisory responsibilities as per the Company Law [3] - The company will also systematically revise its articles of association to align with the latest legal regulations and protect the rights of stakeholders [3][4] Group 3 - Proposal two focuses on the formulation and revision of certain corporate governance systems to enhance operational standards and protect investor rights [5] - The company has reviewed and updated its governance systems in accordance with relevant laws and regulations [5]
国信证券: 2025年第二次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-08-29 10:24
Core Viewpoint - Guosen Securities is convening its second extraordinary general meeting of shareholders in 2025 to discuss several key proposals, including amendments to the company's articles of association and the election of independent directors [1][3]. Proposal Summaries Proposal 1: Amendment of Articles of Association - The company proposes to amend its articles of association to comply with the newly revised Company Law of the People's Republic of China and other relevant regulations, including renaming the shareholder meeting rules [1][2]. Proposal 2: Acquisition of Wanhe Securities - The company plans to issue A-shares to acquire a 96.08% stake in Wanhe Securities at a price of 8.25 yuan per share, resulting in the issuance of 10,241,743,060 shares. This will necessitate amendments to the articles of association regarding registered capital and total shares [2][3]. Proposal 3: Election of Independent Director - Zhang Shouwen is nominated as an independent director candidate for the fifth board of directors. He has a strong academic background and no conflicts of interest with the company or its major shareholders [5][6]. Proposal 4: Abolishment of Supervisory Board - The company proposes to abolish the supervisory board and related rules, aligning with the revised Company Law and current operational needs [4]. Proposal 5: Revision of Related Party Transaction Management System - The company intends to revise its related party transaction management system to ensure compliance with updated regulations and to protect the interests of all shareholders, particularly minority shareholders [7][8].
信邦制药: 半年报董事会决议公告
Zheng Quan Zhi Xing· 2025-08-29 09:25
Meeting Overview - The ninth board meeting of Guizhou Xibang Pharmaceutical Co., Ltd. was held on August 28, 2025, in a combined onsite and remote format, with all 8 directors present [1] - The meeting was legally convened and conducted in accordance with relevant laws and regulations [1] Resolutions Passed - The board unanimously approved the profit distribution plan for the first half of 2025, considering the company's profitability and overall financial status [2] - The proposal to amend relevant provisions of the company's articles of association was also approved [2][3] - The company plans to abolish the supervisory board, transferring its responsibilities to the audit committee of the board, pending approval from the shareholders' meeting [3] - Several governance system revisions were approved to enhance operational standards and governance effectiveness [4] Future Actions - All resolutions, including the profit distribution plan and governance amendments, are subject to approval at the company's first extraordinary general meeting of 2025 [2][3][4] - The company has announced the convening of the first extraordinary general meeting of 2025 [4][6]
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 ...
鼎胜新材: 江苏鼎胜新能源材料股份有限公司关于变更注册资本、撤销监事会、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· 2025-08-29 09:25
Core Viewpoint - Jiangsu Dingsheng New Energy Materials Co., Ltd. has announced changes to its registered capital, the abolition of the supervisory board, and amendments to its articles of association and related rules, in compliance with the new Company Law effective from July 1, 2024 [1][2]. Summary by Sections Company Capital Changes - The company's registered capital has decreased from RMB 930,957,413 to RMB 929,267,213 due to the repurchase and cancellation of 1,690,200 restricted shares following the departure of 14 incentive targets and a change in position for one target [1][2]. Abolition of Supervisory Board - The supervisory board will be abolished, with its functions transferred to the audit committee of the board of directors. The relevant rules governing the supervisory board will also be repealed [2][3]. Amendments to Articles of Association - The articles of association have been revised to reflect the changes in registered capital and the abolition of the supervisory board. Key amendments include: - The registered capital clause has been updated to reflect the new amount [3][4]. - The role of the legal representative has been clarified, stating that the chairman serves as the legal representative and must be replaced within 30 days if they resign [3][4]. - New provisions have been added regarding the legal consequences of actions taken by the legal representative on behalf of the company [4][5]. - The articles now specify that shareholders can sue the company and its directors, managers, and other senior executives [6][7]. Governance and Decision-Making - The articles outline the decision-making process for the board of directors and shareholders, including the requirements for quorum and voting [16][17]. - The company has established rules for the approval of significant transactions and external guarantees, requiring shareholder meetings for certain thresholds [26][27]. Shareholder Rights and Obligations - Shareholders are granted rights to inspect company records and participate in decision-making processes, with specific provisions for those holding more than 3% of shares [11][12]. - Obligations of shareholders include compliance with laws and regulations, timely payment of capital contributions, and restrictions on the abuse of shareholder rights [19][20].
东方通信股份有限公司
Shang Hai Zheng Quan Bao· 2025-08-29 05:08
Group 1 - The company held the 15th meeting of the 9th Supervisory Board on August 27, 2025, via telecommunication, with all three supervisors participating in the voting [2][3] - The Supervisory Board approved the 2025 semi-annual business report, financial report, and the full and summary versions of the semi-annual report, with unanimous votes [3][5] - The company confirmed that the preparation and review of the semi-annual report complied with relevant laws, regulations, and internal management systems [3][6] Group 2 - The Supervisory Board agreed to cancel the Supervisory Board, amend the business scope, and revise the Articles of Association, with unanimous votes [4][5] - The responsibilities of the Supervisory Board will be transferred to the Audit Committee of the Board of Directors, and the rules governing the Supervisory Board will be abolished [6] - The proposal to cancel the Supervisory Board requires approval from the shareholders' meeting [7] Group 3 - The company announced the election of the 10th Board of Directors, with the 9th Board's term having expired [9][10] - The Board nominated candidates for both non-independent and independent directors, with the election to be conducted via cumulative voting [10][11] - The qualifications of the nominated directors have been verified, and they meet the requirements to serve as directors [13] Group 4 - The company will hold its first extraordinary shareholders' meeting on September 16, 2025, with both on-site and online voting options available [17][18] - The meeting will discuss various proposals that have already been approved by the Board of Directors and the Supervisory Board [21][22] - Shareholders must complete voting for all proposals before submission, and specific voting procedures are outlined for different shareholder categories [22]
常州亚玛顿股份有限公司
Shang Hai Zheng Quan Bao· 2025-08-28 23:37
Group 1 - The company held its 22nd meeting of the fifth board of directors on August 28, 2025, with all 7 directors present, including one participating via remote voting [2] - The board approved the 2025 semi-annual report and its summary, with a unanimous vote of 7 in favor [2] - The board also approved a special report on the use of raised funds, again with a unanimous vote of 7 in favor [2] Group 2 - The company proposed amendments to its Articles of Association, which will no longer include a supervisory board; the powers of the supervisory board will be transferred to the audit committee of the board [5] - The amendments require approval from the shareholders' meeting and must be passed by at least two-thirds of the voting rights present [5] - The company plans to revise several governance systems in accordance with relevant laws and regulations, with all proposed changes receiving unanimous approval from the board [6][7][8][9][10][11][12] Group 3 - The company is in the process of electing its sixth board of directors, with nominations for non-independent directors including Lin Jinx, Lin Jinhan, Zhao Dongping, and Liu Qin, all of whom received unanimous approval [14][15][16][17][18] - The election of independent directors is also underway, with nominees including Zhou Guolai, Zhang Xueping, and Tu Jiangnan, all receiving unanimous approval [20][21]
林州重机集团股份有限公司2025年半年度报告摘要
Shang Hai Zheng Quan Bao· 2025-08-28 20:16
Group 1 - The company held its sixth board meeting on August 27, 2025, where all directors attended and the meeting complied with legal regulations [8][11] - The board approved the 2025 semi-annual report and its summary, which will be published in designated media [9][28] - The company will not distribute cash dividends or issue bonus shares during this reporting period [3] Group 2 - The company reported no changes in its controlling shareholder or actual controller during the reporting period [5][6] - The board approved a special report on the use of raised funds, indicating that 50.03 million yuan was used during the first half of 2025, with a balance of zero in the fundraising account [12][37] - The company has terminated the "Industrial Robot Industrialization (Phase I) Project" and will use the remaining funds for permanent working capital [41][42] Group 3 - The company is revising its articles of association to reflect the reform of the supervisory board, transferring its powers to the audit committee of the board [14][45] - The board approved several management system revisions, including rules for shareholder meetings and board meetings [17][18][22]