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科兴制药: 董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-28 16:26
Core Viewpoint - The document outlines the governance structure and operational guidelines for the Board Secretary of Sinovac Biotech Ltd, emphasizing the importance of compliance with legal and regulatory frameworks [1][2][3]. Group 1: General Provisions - The document establishes the purpose of the guidelines, which is to regulate the behavior of the Board Secretary and enhance corporate governance [1]. - It defines the Board Secretary as a senior management position responsible for legal obligations and duties as per laws and company regulations [2]. - The Board Secretary acts as the designated liaison between the company and regulatory bodies, handling information disclosure and corporate governance matters [2][3]. Group 2: Qualifications and Conditions - The qualifications for the Board Secretary include a minimum of a college degree and at least three years of relevant experience in secretarial, management, or equity affairs [3]. - Candidates must possess knowledge in finance, law, and corporate management, and must adhere to ethical standards [3]. - Individuals with certain disqualifying conditions, such as recent administrative penalties from regulatory bodies, are prohibited from serving as Board Secretary [3]. Group 3: Appointment and Replacement - The Board Secretary is appointed or dismissed by the company's Board of Directors, and a securities affairs representative must be appointed to assist [4][5]. - The company must publicly announce the appointment of the Board Secretary and securities affairs representative, providing necessary documentation [4]. - The company is required to have valid reasons for dismissing the Board Secretary and must report the dismissal to the regulatory authority [5]. Group 4: Responsibilities and Duties - The Board Secretary is responsible for managing information disclosure, investor relations, and equity management [6]. - Duties include organizing board meetings, maintaining confidentiality of sensitive information, and ensuring compliance with legal obligations [6]. - The Board Secretary must also facilitate training for board members regarding their rights and responsibilities in information disclosure [6]. Group 5: Miscellaneous Provisions - The document states that the guidelines will be effective upon approval by the Board of Directors and will be subject to relevant laws and regulations [7]. - The Board of Directors holds the authority to amend and interpret these guidelines as necessary [7].
能辉科技: 董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-25 16:14
Core Points - The document outlines the regulations and responsibilities of the board secretary of Shanghai Nenghui Technology Co., Ltd, ensuring compliance with relevant laws and company bylaws [1][2][6] - The board secretary is a senior management position responsible for various duties including information disclosure, investor relations, and board meeting organization [2][4] - The qualifications and disqualifications for the board secretary position are clearly defined, emphasizing the need for integrity and professional ethics [1][2][5] Summary by Sections Section 1: Appointment and Qualifications - The company appoints one board secretary who must have at least a bachelor's degree and relevant knowledge in finance, law, and management [1] - Individuals with certain disqualifying conditions, such as legal penalties or professional misconduct, are prohibited from serving as board secretary [1][2] Section 2: Responsibilities - The board secretary is responsible for managing information disclosure, coordinating investor relations, and ensuring compliance with legal obligations [2][4] - The secretary must maintain confidentiality regarding undisclosed information and ensure proper communication between the board and stakeholders [2][4] Section 3: Authority and Support - The board secretary has the authority to access financial and operational information and must be supported by other management and departments [3][4] - The company is required to provide necessary conditions for the board secretary to fulfill their duties effectively [3] Section 4: Termination and Transition - The board must have valid reasons for terminating the board secretary, and a transition plan must be in place if the position becomes vacant [5][6] - The company must appoint a new board secretary within three months of a vacancy and ensure that the outgoing secretary completes a handover process [5][6]
振德医疗: 振德医疗董事会秘书工作细则
Zheng Quan Zhi Xing· 2025-07-23 16:23
Core Points - The document outlines the regulations and responsibilities of the Board Secretary of ZhenDe Medical Supplies Co., Ltd, aiming to enhance corporate governance and compliance with relevant laws and regulations [1][6]. Group 1: General Provisions - The company establishes a Board Secretary position to improve governance and fulfill legal requirements [1]. - The Board Secretary is a senior management role responsible to the company and the board, required to act diligently and faithfully [1]. Group 2: Appointment and Dismissal Procedures - The Board Secretary is appointed or dismissed by the company's board of directors [2]. - Specific disqualifications for the Board Secretary include recent administrative penalties from the China Securities Regulatory Commission and other serious violations [2]. - The company must provide valid reasons for dismissing the Board Secretary and must report the dismissal to the exchange [2]. Group 3: Responsibilities of the Board Secretary - The Board Secretary is responsible for managing information disclosure, investor relations, and organizing board and shareholder meetings [3][4]. - The role includes ensuring compliance with legal and regulatory requirements and maintaining confidentiality of sensitive information [4]. - The Board Secretary must facilitate communication between the company and regulatory bodies, investors, and other stakeholders [4]. Group 4: Support and Resources - The company is required to provide necessary support for the Board Secretary to perform their duties effectively, including access to financial and operational information [5]. - A Securities Affairs Representative may be appointed to assist the Board Secretary, especially in cases where the Board Secretary is unable to fulfill their duties [5].
腾龙股份: 腾龙股份董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-22 13:12
常州腾龙汽车零部件股份有限公司 董事会秘书工作制度 第一章 总则 第一条 为了促进常州腾龙汽车零部件股份有限公司(以下简称"公司")规 范化运作,充分发挥董事会秘书的作用,加强董事会秘书工作的指导,根据《中 华人民共和国公司法》(以下简称"《公司法》")、《上海证券交易所股票上 市规则》等有关规定以及《常州腾龙汽车零部件股份有限公司章程》(以下简称 "《公司章程》"),制定本制度。 第二章 董事会秘书的任职资格 第二条 董事会秘书应当具备履行职责所必需的财务、管理、法律等专业知识, 具有良好的职业道德和个人品质。具有下列情形之一的人士不得担任董事会秘书: (一)无民事行为能力或者限制民事行为能力; (二)因贪污、贿赂、侵占财产、挪用财产或者破坏社会主义市场经济秩序, 被判处刑罚,或者因犯罪被剥夺政治权利,执行期满未逾五年,被宣告缓刑的, 自缓刑考验期满之日起未逾二年; (三)担任破产清算的公司、企业的董事或者厂长、经理,对该公司、企业 的破产负有个人责任的,自该公司、企业破产清算完结之日起未逾三年; (四)担任因违法被吊销营业执照、责令关闭的公司、企业的法定代表人, 并负有个人责任的,自该公司、企业被吊销营业 ...
纽威数控: 纽威数控装备董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-21 09:17
General Principles - The purpose of the system is to standardize the behavior of the board secretary of Nuwei CNC Equipment (Suzhou) Co., Ltd. and improve the corporate governance structure [1][2] - The system is based on relevant laws, regulations, and the company's articles of association [1][2] Appointment of Board Secretary - The company appoints one board secretary who is a senior management member responsible for legal obligations and duties [3] - The board secretary must possess good professional ethics, necessary knowledge in finance, management, and law, and relevant work experience [3][4] - Certain individuals are prohibited from serving as board secretary, including those with recent administrative penalties from the China Securities Regulatory Commission [4] Responsibilities and Duties - The board secretary is responsible for information disclosure, ensuring compliance with disclosure regulations, and managing investor relations [5][6] - Duties include organizing board meetings, assisting in establishing internal control systems, and managing shareholder information [5][6] - The board secretary must adhere to legal obligations and maintain confidentiality regarding company information [6][7] Amendments and Implementation - The system must be modified if there are changes in relevant laws or if the board decides to amend it [8] - The system takes effect upon approval by the board [8]
迅捷兴: 董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-15 16:31
Core Points - The document outlines the work system for the Secretary of the Board of Directors of Shenzhen Xunjiexing Technology Co., Ltd, emphasizing the importance of regulatory compliance and effective management of the Secretary's responsibilities [1] Section Summaries General Provisions - The purpose of the work system is to promote standardized operations within the company and enhance the management and supervision of the Board Secretary's work [1] Position, Responsibilities, and Qualifications of the Board Secretary - The Board Secretary is a senior management position responsible for legal obligations and enjoys corresponding rights and remuneration [1] - The main responsibilities include handling information disclosure, ensuring compliance with disclosure regulations, managing investor relations, and assisting in the development of capital market strategies [1][2] - The Secretary must possess necessary professional knowledge in finance, management, and law, along with good professional ethics and a qualification certificate issued by the stock exchange [1] Authority of the Board Secretary - The Secretary is responsible for organizing board meetings, providing consultation for major decisions, and ensuring compliance with decision-making procedures [3][4] - The Secretary acts as a liaison between the company and regulatory authorities, managing necessary documentation and tasks assigned by these authorities [3] Appointment and Dismissal of the Board Secretary - The company must not dismiss the Secretary without cause, and if the Secretary is unable to perform duties for over half a month, a temporary replacement must be appointed [5][6] - The Board must disclose relevant documents before appointing a new Secretary, including a recommendation statement and the candidate's qualifications [2][3] Legal Responsibilities of the Board Secretary - The Secretary has a duty of loyalty and diligence, must comply with the company's articles of association, and is responsible for any legal violations that occur during their tenure [6][7] - The company must report any dismissal of the Secretary to the stock exchange, providing reasons for the dismissal [6][7] Supplementary Provisions - The work system will be executed in accordance with national laws and regulations, and any inconsistencies will defer to the relevant legal provisions [7]
章源钨业: 董事会秘书制度
Zheng Quan Zhi Xing· 2025-07-14 09:21
General Provisions - The company establishes a system to regulate the behavior of the board secretary and improve corporate governance structure [1] - The board secretary is a senior management position within the company [1] Qualifications and Responsibilities - The board secretary must possess necessary financial, management, and legal knowledge, along with good professional ethics [2] - The board secretary is responsible for coordinating information disclosure, managing investor relations, organizing board meetings, and ensuring compliance with regulations [2][3] - The company must provide necessary conditions for the board secretary to perform their duties effectively [3][4] Appointment and Dismissal - The board secretary is appointed by the board of directors and can only be dismissed for valid reasons [4][5] - In case of vacancy, the board must appoint a temporary secretary and announce it promptly [5] Additional Provisions - The system will be executed according to national laws and regulations, and any conflicts with future laws will be amended accordingly [5]
苏州龙杰: 董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-13 16:09
Core Points - The document outlines the work system for the Secretary of the Board of Directors of Suzhou Longjie Special Fiber Co., Ltd, aiming to enhance corporate governance and standardize the appointment, duties, and training of the board secretary [2][3] Group 1: General Provisions - The board secretary is a senior management position responsible for the company and the board, ensuring diligent and faithful performance of duties [2] - The board secretary serves as the designated liaison between the company and the Shanghai Stock Exchange, handling information disclosure, corporate governance, and equity management [2][3] Group 2: Appointment of the Board Secretary - The company must appoint a board secretary within three months after the initial public offering or within three months after the previous secretary's departure [3] - Candidates for the board secretary must meet specific qualifications, including holding a certificate recognized by the Shanghai Stock Exchange [3][4] Group 3: Responsibilities of the Board Secretary - The board secretary is responsible for managing information disclosure, coordinating communication with investors and regulatory bodies, and organizing board and shareholder meetings [6][7] - The board secretary must ensure compliance with legal and regulatory requirements, maintain confidentiality, and manage the company's stock and derivative changes [6][9] Group 4: Training and Development - Training for the board secretary is to be developed by the Shanghai Stock Exchange, covering topics such as information disclosure, corporate governance, and investor relations [10] - The board secretary is required to keep abreast of relevant laws and regulations and ensure that the board and senior management are adequately trained [10]
中宠股份: 董事会秘书工作制度
Zheng Quan Zhi Xing· 2025-07-11 09:15
Core Points - The article outlines the governance structure and responsibilities of the Board Secretary at Yantai Zhongchong Food Co., Ltd, emphasizing the need for compliance with relevant laws and regulations [1][2][8] Group 1: Governance Structure - The company establishes a Board Secretary position to enhance its corporate governance and clarify the rights and responsibilities associated with this role [1] - The Board Secretary is a senior management position, directly accountable to the Board of Directors, and must adhere to the company's articles of association [1][2] Group 2: Qualifications and Restrictions - The Board Secretary must possess at least a college diploma and have over three years of experience in finance, business management, or equity affairs [2] - Individuals with recent regulatory penalties or who do not meet specific legal criteria are prohibited from serving as Board Secretary [2][3] Group 3: Responsibilities - The primary duties of the Board Secretary include communication with regulatory bodies, managing information disclosure, and coordinating investor relations [3][4] - The Board Secretary is responsible for preparing and submitting meeting documents for shareholder and board meetings, as well as maintaining confidentiality regarding sensitive information [3][4] Group 4: Appointment and Dismissal - The Board Secretary is appointed by the Board Chairman and can be dismissed for valid reasons, with specific conditions outlined for termination [5][6] - In the event of a vacancy, the company must appoint a new Board Secretary within three months and designate an interim representative to fulfill the role [5][6] Group 5: Legal Responsibilities - The Board Secretary has a duty of integrity and diligence, must comply with the company's articles of association, and is responsible for ensuring that delegated tasks are executed lawfully [6][7] - Upon termination, the outgoing Board Secretary must transfer all relevant documents and unresolved matters to the successor [7]
英科医疗: 董事会秘书工作细则
Zheng Quan Zhi Xing· 2025-07-08 16:12
General Provisions - The company establishes guidelines to enhance the role of the board secretary and ensure compliance with relevant laws and regulations [1][2] - The board secretary is a senior management position responsible for the company and the board [1][2] - The board secretary must meet qualifications set by the relevant regulations and pass a qualification exam recognized by the Shenzhen Stock Exchange [1][2] Responsibilities - The board secretary is responsible for organizing information disclosure, managing investor relations, and coordinating communication between the company and stakeholders [5][11] - The board secretary must ensure compliance with information disclosure regulations and maintain confidentiality of sensitive information [13][19] - The board secretary is tasked with preparing board and shareholder meetings, maintaining meeting records, and ensuring the quality of documents submitted for review [12][23] Employment and Termination - The company must promptly announce the appointment of the board secretary, including personal details and qualifications [2][9] - The board secretary can be dismissed for failing to fulfill duties, legal violations, or causing significant losses to the company [26][28] - In the event of a vacancy, the board must appoint an interim secretary and complete the hiring of a new secretary within three months [30][31]