公司治理制度修订

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华丰股份: 华丰动力股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
Group 1 - The company will hold its first extraordinary general meeting of shareholders in 2025 on September 16, 2025, at 14:00, with both on-site and online voting options available [1][2][3] - Shareholders have the right to speak, consult, and vote during the meeting, with specific procedures for raising questions and casting votes outlined [2][3] - The meeting will be witnessed by a lawyer from Shanghai Jintiancheng Law Firm, who will provide a legal opinion [2][3] Group 2 - The company proposes a profit distribution plan for the first half of 2025, intending to distribute a cash dividend of RMB 0.10 per share, totaling RMB 17,113,200, which represents 130.12% of the net profit attributable to shareholders [3][4] - The company plans to cancel its supervisory board and amend its articles of association in accordance with the latest revisions of the Company Law, with the audit committee of the board taking over the supervisory responsibilities [4][5] - The company will also amend its articles of association to reflect changes in share capital and governance structure, including the deletion of the supervisory board section [5][6] Group 3 - The company will revise its shareholder meeting rules to align with new legal requirements and improve governance efficiency [6][7] - The company will also amend its board meeting rules to enhance decision-making processes and comply with updated regulations [7][8] - Additional amendments will be made to various governance documents, including the independent director work system and external guarantee management system, to ensure compliance with the latest laws [8][9][10][11][12][13][14][15]
高铁电气: 高铁电气:2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 to discuss amendments to its articles of association and governance rules [1][6][8] - The meeting will take place on September 16, 2025, at 14:00 in Baoji, Shaanxi Province, and will utilize both on-site and online voting methods [4][5] Group 1: Meeting Procedures - Shareholders or their proxies must arrive 30 minutes before the meeting to register and present identification [2][3] - Only registered shareholders, company directors, supervisors, senior management, and invited lawyers are allowed to attend the meeting [1][2] - The meeting will follow a structured agenda, including the announcement of attendees, reading of meeting rules, and voting on proposed resolutions [5][6] Group 2: Proposed Resolutions - The first resolution involves amending the articles of association to eliminate the supervisory board and related rules, transferring its powers to the audit committee of the board of directors [6][7][8] - The second resolution proposes revisions to the cumulative voting system and other governance documents to enhance corporate governance [8][9] Group 3: Voting Procedures - Voting will be conducted through a combination of on-site and online methods, with specific time slots designated for online voting [4][5] - Shareholders will have the right to express their opinions and vote on each resolution, with clear guidelines on how to cast their votes [3][4][5]
新锐股份: 新锐股份2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 on September 12, 2025, at 14:30 [6][7] - The agenda includes the cancellation of the supervisory board, amendments to the company's articles of association, and changes to the accounting firm for 2025 [7][8][11] Meeting Procedures - All participants must maintain the rights of shareholders and ensure the orderly conduct of the meeting [3] - Only shareholders, their proxies, directors, supervisors, senior management, and approved personnel may attend the meeting [3] - Shareholders must arrive 30 minutes before the meeting to register and present identification [3][4] - Voting will be conducted through both on-site and online methods, with each share carrying one vote [5][6] Agenda Items - Proposal 1: Cancellation of the supervisory board and amendments to the articles of association [7][8] - Proposal 2: Amendments to various governance systems, including the cumulative voting system and independent director work system [7][10] - Proposal 3: Change of the accounting firm for the 2025 fiscal year, proposing to appoint Rongcheng Accounting Firm [11][15] Accounting Firm Details - Rongcheng Accounting Firm has a history dating back to 1988 and has been involved in securities services [11] - The firm has handled audits for 518 listed companies in 2024, with a total audit revenue of approximately 251 million [11][12] - The previous accounting firm provided standard unqualified opinions for the 2024 financial report [15]
诚意药业: 浙江诚意药业股份有限公司2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:09
Group 1 - The company is holding its second extraordinary general meeting of shareholders on September 15, 2025, at 9:30 AM [3][4] - Shareholders must register and provide valid identification to participate in the meeting, and latecomers will not be counted in the voting [1][2] - The meeting will include a discussion on revising certain governance systems to enhance internal governance mechanisms [4][8] Group 2 - The proposed revisions include the removal of clauses related to the supervisory board and the transfer of its responsibilities to the audit committee [4][5] - Adjustments will be made to the terminology used in the governance documents, changing "shareholders' meeting" to "shareholders' assembly" [4] - The revisions are in accordance with the latest regulations from the China Securities Regulatory Commission and the Shanghai Stock Exchange [4][5]
美湖股份: 2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:09
Core Points - The company is holding its second extraordinary general meeting of shareholders on September 15, 2025, at 14:30 [1] - The agenda includes the proposal to abolish the supervisory board and amend the company's articles of association [2][4] - The supervisory board's functions will be transferred to the audit committee of the board of directors [4][5] - The amendments to the articles of association will include new provisions regarding the responsibilities of controlling shareholders and actual controllers [5][6] Meeting Procedures - The meeting will be presided over by the chairman, Xu Zhongqiu, and will include a report on the number of attending shareholders and their shareholdings [2][3] - Shareholders must register to attend and may only raise questions related to the agenda items [2][3] - Voting will take place during the meeting, and results will be announced by the chairman [3][4] Amendments to Governance - The company plans to revise several governance documents, including the rules for shareholder meetings and board meetings, to align with the latest regulations [6] - The revisions aim to enhance internal governance mechanisms and ensure compliance with updated legal requirements [6]
和顺石油: 湖南和顺石油股份有限公司2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-04 09:12
Core Points - The company is holding a shareholders' meeting to ensure the rights of all shareholders and maintain order and efficiency during the meeting [1][2] - The meeting will combine on-site and online voting methods for shareholders to express their opinions on various proposals [2][3] - The agenda includes proposals to cancel the supervisory board, amend the company's articles of association, and remove a shareholder representative supervisor [3][4] Group 1: Meeting Procedures - The meeting will take place at the company's conference room in Changsha, Hunan, with specific voting times outlined [3][4] - Shareholders have the right to speak, inquire, and vote during the meeting, but must maintain order and respect the rights of others [2][3] - Recording, photographing, or videoing the meeting is prohibited, and any disruptive behavior will be addressed by the staff [3][4] Group 2: Proposals and Amendments - The proposal to cancel the supervisory board aims to enhance the company's governance structure and align with new legal regulations [4][5] - The supervisory board's powers will be transferred to the audit committee of the board of directors, with corresponding amendments to the articles of association [4][5] - Specific amendments to the articles of association include changes to the roles and responsibilities of the board and the supervisory board [4][5] Group 3: Shareholder Rights and Responsibilities - Shareholders are required to comply with laws and the company's articles of association, and they have obligations to protect the interests of the company and other shareholders [16][17] - The company emphasizes the importance of maintaining the independence of its operations and the integrity of its financial practices [18][19] - Shareholders holding more than 5% of voting shares must report any pledges of their shares to the company [15][16]
牧高笛: 牧高笛户外用品股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-04 08:16
Core Points - The company will hold its first extraordinary general meeting of shareholders in 2025 on September 15, 2025, at 13:30 [1] - The meeting will be conducted both in-person and via online voting, with specific time slots for each voting method [1][2] - The agenda includes the signing of attendance, introduction of attendees, reading and deliberation of proposals, and announcement of voting results [1][3] Proposal Summaries - Proposal 1: The company plans to repurchase and cancel 239,012 shares from the terminated 2023 employee stock ownership plan, which will reduce the registered capital accordingly [4][5] - Proposal 2: The company will change its registered capital from 93,366,000 yuan to 93,126,988 yuan due to the share repurchase and will cancel the supervisory board, transferring its responsibilities to the audit committee of the board [5][6] - Proposal 3: The company aims to establish and revise certain corporate governance systems in light of the cancellation of the supervisory board, ensuring compliance with updated laws and regulations [6]
江苏立华食品集团股份有限公司 2025年第一次临时股东会决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-09-03 22:57
Group 1 - The company held its first extraordinary general meeting of shareholders in 2025 on September 3, 2025, with a total of 127 shareholders present, representing 587,932,579 shares, which is 70.2202% of the total shares [3][4][6] - The meeting adopted a combination of on-site and online voting methods, with specific time slots for online voting [4][3] - The meeting's agenda and resolutions complied with the relevant laws and regulations, as well as the company's articles of association [4][9][28] Group 2 - The resolution to change the registered capital and amend the articles of association was approved with 99.9557% of the votes in favor [7][9] - The resolutions regarding the revision and establishment of corporate governance systems were also passed, including amendments to the rules for shareholder meetings and board meetings, with similar high approval rates [10][12][13][16][18][20][22][24][26][28] Group 3 - The company announced a cash dividend distribution plan, proposing to distribute 1.00 yuan per 10 shares, totaling 83,726,964.10 yuan, based on a total share capital of 837,269,641 shares [38][41] - The record date for the dividend distribution is set for September 9, 2025, with the ex-dividend date on September 10, 2025 [42][43] Group 4 - The company appointed Wang Bao as the employee director during the employee representative meeting held on September 3, 2025, following the resignation of non-independent director Yu Jian [33][34] - Wang Bao's term will last until the end of the current board's term, and he does not hold any shares directly but has been granted restricted stock options [36][37]
莲花控股: 莲花控股股份有限公司2025年第三次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-02 16:15
Meeting Overview - The third extraordinary general meeting of shareholders for Lianhua Holdings Co., Ltd. is scheduled for September 16, 2025, at 15:00 in the company's conference room located at 18 Yinghe Road, Xiangcheng City, Henan Province [1] - Voting will be conducted through a combination of on-site and online methods, utilizing the Shanghai Stock Exchange's shareholder meeting voting system [1][2] Agenda Items - Proposal to authorize the board of directors to handle matters related to the company's 2025 employee stock ownership plan [2] - Proposal to cancel the supervisory board, change registered capital, amend the Articles of Association, and handle business registration changes [2][10] Voting Procedures - Shareholders can vote via the Shanghai Stock Exchange's online voting system, either through the trading system or the internet voting platform [2] - Multiple shareholder accounts can be used for voting, but the first vote will be considered valid if repeated [2][3] Guarantee Proposal - Lianhua Holdings agrees to provide a joint liability guarantee for its subsidiary, Zhejiang Lianhua Zixing Intelligent Computing Technology Co., Ltd., for a financing limit of RMB 100 million from Haitong Hengxin International Leasing Co., Ltd. and RMB 240 million from Industrial Bank [4] - The total guarantee amount is RMB 340 million, with a guarantee period of three years [4][6] Financial Overview of the Guaranteed Entity - As of the latest audited figures, Lianhua Zixing has total assets of RMB 725.22 million and total liabilities of RMB 584.91 million, resulting in a net asset of RMB 140.31 million [5] - The company reported a revenue of RMB 80.64 million and a net profit of -RMB 14.56 million [5] Board's Opinion on Guarantee - The board believes that the guarantee is necessary for the operational needs of the subsidiary and will not significantly impact the company's daily operations or harm the interests of shareholders [6][7] - The cumulative external guarantee balance for the company and its subsidiaries is RMB 347.03 million, which is 20.45% of the net assets attributable to shareholders [7] Employee Stock Ownership Plan - The company proposes an employee stock ownership plan to enhance employee motivation and align their interests with those of shareholders [8] - The plan is in accordance with relevant laws and regulations, and the board seeks authorization from the shareholders to manage the implementation of this plan [9][10] Governance Changes - The company plans to amend its Articles of Association to eliminate the supervisory board, transferring its responsibilities to the board's audit committee [10] - The amendments will also involve changes to eight internal governance documents, which require shareholder approval to take effect [10]
佳都科技: 佳都科技关于修订H股上市后适用的《公司章程(草案)》及公司治理制度的公告
Zheng Quan Zhi Xing· 2025-09-02 16:15
074 证券代码:600728 证券简称:佳都科技 公告编号:2025- 佳都科技集团股份有限公司 关于修订 H 股上市后适用的《公司章程(草案)》及公 司治理制度的公告 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个别及连带责任。 佳都科技集团股份有限公司(以下简称"公司") 拟发行境外上市外资股(H 股) 股票并申请在香港联合交易所有限公司主板挂牌上市,根据相关规定,拟对《佳都科 技集团股份有限公司章程》(以下简称"《公司章程》")及其附件《佳都科技股东会 议事规则(草案)》《佳都科技董事会议事规则(草案)》进行修订,形成本次发行 并上市后适用的《公司章程(草案)》及其附件《佳都科技股东会议事规则(草案)》 《佳都科技董事会议事规则(草案)》。《公司章程(草案)》及其附件经股东会批 准通过后,自公司发行 H 股股票经中国证监会备案并在香港联合交易所有限公司上市 交易之日起生效实施。同时,根据公司拟在境外发行股份(H 股)并在香港联合交易 所有限公司主板上市的需要,公司对部分公司治理制度进行修订、制定。现将有关情 况公告如下: 一、 ...