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和辉光电: 上海和辉光电股份有限公司关于调整公司于H股发行上市后适用的《公司章程(草案)》及相关议事规则(草案)的公告
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Viewpoint - The company, Shanghai Hehui Optoelectronics Co., Ltd., has announced adjustments to its Articles of Association and related rules following its H-share issuance and listing on the Hong Kong Stock Exchange, including the abolition of the supervisory board and the transfer of its powers to the audit committee of the board [1][3]. Summary by Sections Company Articles of Association Adjustments - The company has revised its Articles of Association to reflect the legal binding nature of the document for shareholders, directors, and senior management, allowing shareholders to sue the company and vice versa [3][4]. - The company will adopt a system of registered shares, with specific naming conventions for shares with restricted voting rights [3][4]. Capital Increase and Share Repurchase - The company can increase its capital through various methods, including issuing shares to unspecified objects and distributing bonus shares to existing shareholders [4][5]. - The company can repurchase its shares through public centralized trading or other legally recognized methods, with specific conditions for different scenarios of share repurchase [5][6]. Shareholder Rights - Shareholders are entitled to dividends, participate in shareholder meetings, and supervise the company's operations, among other rights [12][13]. - The company must ensure that all shareholders are treated fairly and that their legal rights are protected [14]. Board and Shareholder Meeting Procedures - The board of directors is responsible for convening shareholder meetings and must provide timely notifications regarding meeting details and proposals [18][19]. - Shareholders holding a significant percentage of shares can request the convening of temporary shareholder meetings under certain conditions [18][19]. Compliance and Responsibilities - The company’s controlling shareholders and actual controllers must adhere to regulations regarding the protection of the company and other shareholders' rights [15][16]. - The company is obligated to disclose information and comply with relevant laws and regulations regarding shareholder rights and corporate governance [15][16].
芯海科技: 关于修订公司于H股发行上市后适用的《公司章程》及部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-14 16:38
证券代码:688595 证券简称:芯海科技 公告编号:2025-039 债券代码:118015 债券简称:芯海转债 芯海科技(深圳)股份有限公司 关于修订公司于H股发行上市后适用的《公司章程》 及部分治理制度的公告 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、准确性和完整性依法承担法律责任。 《境内企业境外发行证券和上市管理试行办法》 (以下简称"《境 外发行试行办法》")《上市公司章程指引》以及《香港联合交易所有限公司证 券上市规则》(以下简称"《香港联交所上市规则》")等境内外法律、法规、 规范性文件的要求,并结合公司实际情况,在上述修订后的《公司章程》《股东 会议事规则》《董事会议事规则》的基础上,进一步修订并形成了《公司章程(草 案)》《股东会议事规则(草案)》《董事会议事规则(草案)》。其中《公司 章程(草案)》修订情况对照表详见附件。 上述修订事项尚需提交公司股东大会审议,同时提请股东大会授权董事会及 其授权人士,对于股东大会、董事会审议通过的公司因本次 H 股发行并上市的 需要而根据境内外法律、法规及规范性文件修改的公司章程及其附件(包括 ...
普源精电: 普源精电科技股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-14 16:27
普源精电科技股份有限公司 2025 年第一次临时股东大会会议资料 (证券代码:688337 证券简称:普源精电) 二〇二五年九月 普源精电科技股份有限公司 2025 年第一次临时股东大会会议资料 议案一 关于公司首次公开发行 H 股股票并在香港联合交易所有限公司上市的议案 ···· 8 议案二 关于公司首次公开发行 H 股股票并在香港联合交易所有限公司上市方案的议案 ·· 9 议案三 关于公司转为境外募集股份并上市的股份有限公司的议案 ·········· 13 议案四 关于公司首次公开发行 H 股股票并上市决议有效期的议案 ·········· 14 议案五 关于提请股东大会授权董事会及其授权人士办理与公司发行 H 股股票并上市有关事项 的议案 ································ 15 议案六 关于公司首次公开发行 H 股股票募集资金使用计划的议案 ·········· 22 议案七 关于公司首次公开发行 H 股股票前滚存利润分配方案的议案 ········· 23 议案八 《关于就 H 股发行修订于 H 股发行上市后生效的〈公司章程(草案)〉及制定相关议事 规则的议案》 ·· ...
芯碁微装: 2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-13 12:19
Core Points - The company is holding its first extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order during the meeting [1] - The meeting will include discussions on several key proposals, including the cancellation of the supervisory board and the issuance of H shares for listing on the Hong Kong Stock Exchange [10][20] Meeting Procedures - Shareholders and their proxies must arrive 30 minutes before the meeting to complete registration and present necessary documents [2] - The meeting will follow a predetermined agenda, allowing shareholders to exercise their rights to speak, inquire, and vote [3][4] - Voting will be conducted both on-site and online, with results announced after the meeting [4] Key Proposals - Proposal 1: Cancellation of the supervisory board and amendments to the company’s articles of association [8] - Proposal 2: Issuance of H shares and application for listing on the Hong Kong Stock Exchange to enhance capital strength and governance [10][11] - Proposal 3: Issuance of H shares with a minimum of 15% of the total share capital post-issuance [14] - Proposal 4: Transition to an overseas fundraising company after the H share issuance [20] - Proposal 5: Approval of the use of funds raised from the H share issuance for capacity enhancement, R&D, market expansion, and other corporate purposes [21][22] Voting and Decision-Making - Shareholders will vote on each proposal, with the results determining the future direction of the company [4][7] - The board will be authorized to make adjustments to the use of raised funds based on actual needs and market conditions [22][23]
首创证券: 关于召开2025年第一次临时股东会的通知
Zheng Quan Zhi Xing· 2025-08-12 16:23
首创证券股份有限公司 证券代码:601136 证券简称:首创证券 公告编号:2025-027 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。 重要内容提示: ? 股东会召开日期:2025年8月28日 ? 本次股东会采用的网络投票系统:上海证券交易所股东大会网络投票系 统 一、召开会议的基本情况 (一)股东会类型和届次 (二)股东会召集人:董事会 (三)投票方式:本次股东会所采用的表决方式是现场投票和网络投票相 结合的方式 (四)现场会议召开的日期、时间和地点 召开的日期时间:2025 年 8 月 28 日 15 点 00 分 召开地点:北京市朝阳区安定路 5 号院 13 号楼北投投资大厦会议室 (五)网络投票的系统、起止日期和投票时间。 网络投票系统:上海证券交易所股东大会网络投票系统 网络投票起止时间:自2025 年 8 月 28 日 至2025 年 8 月 28 日 采用上海证券交易所网络投票系统,通过交易系统投票平台的投票时间为 股东会召开当日的交易时间段,即 9:15-9:25,9:30-11:30,13:00-15: ...
东鹏饮料(集团)股份有限公司2025年第一次临时股东会决议公告
Shang Hai Zheng Quan Bao· 2025-08-11 18:59
Group 1 - The company held its first extraordinary general meeting of shareholders in 2025 on August 11, 2025, at its headquarters in Shenzhen [2][3] - All 10 current directors and the board secretary attended the meeting, along with senior management [3] - The meeting adopted a combination of on-site and online voting methods, complying with the Company Law and the company's articles of association [2] Group 2 - The meeting approved several resolutions, including the 2025 semi-annual profit distribution plan and the establishment and modification of internal governance systems [4][5] - A total of seven sub-resolutions related to the management of raised funds, external donations, external investments, external guarantees, related party transactions, independent director work systems, and prevention of fund occupation by controlling shareholders were all passed [6][7] - The meeting also approved four sub-resolutions regarding internal governance systems applicable after the H-share issuance and listing [7] Group 3 - The meeting's resolutions were all passed with more than two-thirds of the voting rights held by attending shareholders and representatives [8] - The meeting was witnessed by lawyers from Beijing Deheng (Shenzhen) Law Firm, who confirmed that the meeting's procedures and resolutions complied with relevant laws and regulations [9]
可孚医疗: 关于修订H股发行并上市后生效的《公司章程》(草案)及公司部分治理制度(草案)的公告
Zheng Quan Zhi Xing· 2025-08-08 16:23
Core Viewpoint - The company is revising its Articles of Association and certain governance systems in preparation for the issuance and listing of H shares on the Hong Kong Stock Exchange, which will take effect upon the listing date [2][4]. Summary by Sections Company Overview - The company, Kefu Medical Technology Co., Ltd., is preparing for the issuance of H shares and listing on the Hong Kong Stock Exchange [2]. Governance Revisions - The revisions to the Articles of Association and governance systems are in compliance with relevant Chinese laws and regulations, as well as the rules of the Hong Kong Stock Exchange [2][4]. - The new Articles of Association will automatically take effect upon the listing of H shares, rendering the current Articles and governance systems void [2][4]. Key Changes in Articles of Association - The registered capital of the company is stated to be RMB 208.897 million [7]. - The total number of shares after the initial public offering of H shares will be specified, with the current total being 208,897,000 shares, all of which are ordinary shares [9]. - The company will maintain compliance with the laws governing the issuance and transfer of shares, including provisions for different classes of shares and voting rights [8][10]. Shareholder Rights and Obligations - Shareholders are required to comply with laws and the Articles of Association, including obligations related to capital contributions and the prohibition of capital withdrawal [30][32]. - The company emphasizes the importance of maintaining shareholder rights and the responsibilities of controlling shareholders to protect the interests of the company and other shareholders [30][32]. Meeting and Voting Procedures - The company will adopt a hybrid format for shareholder meetings, allowing for both in-person and online participation [20]. - Shareholders holding more than 10% of shares can request the convening of extraordinary general meetings, with specific procedures outlined for such requests [21][22]. Financial Assistance and Share Repurchase - The company may provide financial assistance for the acquisition of its shares, with limits set at no more than 10% of the issued share capital [10][12]. - The company is restricted from repurchasing its shares except under specific circumstances, such as capital reduction or other legal provisions [14][18].
立讯精密: 2025年第四次临时股东会决议公告
Zheng Quan Zhi Xing· 2025-08-08 16:23
Core Viewpoint - Lixun Precision Industrial Co., Ltd. has successfully passed several key resolutions at its shareholders' meeting, including the issuance of H shares and plans for listing on the Hong Kong Stock Exchange, indicating a strategic move towards international expansion and capital raising [1][2][3]. Meeting Attendance - A total of 3,552 shareholders and proxies attended the meeting, representing 4,020,672,661 shares, which is 55.44% of the total shares [1]. - Among them, 15 shareholders attended in person, representing 2,751,333,829 shares, or 37.99% of the total shares [1]. Voting Results Approval of H Share Issuance - The proposal for the issuance of H shares was approved with 4,017,753,153 votes in favor, accounting for 99.93% of the valid votes [1][2]. - Minority shareholders also showed strong support, with 1,286,215,517 votes in favor, representing 99.77% of the minority shareholder votes [2]. Details of H Share Issuance - The types and par value of the shares were approved with 4,017,689,253 votes in favor, or 99.93% [2][3]. - The timing for issuance and listing was also approved with 4,017,685,453 votes in favor, representing 99.93% [3]. Other Resolutions - The method of issuance received 4,017,683,353 votes in favor, or 99.93% [4]. - The scale of issuance was approved with 4,017,666,053 votes in favor, accounting for 99.93% [5]. - The pricing method was supported with 4,017,653,253 votes in favor, representing 99.92% [6]. - The issuance targets were approved with 4,017,620,753 votes in favor, or 99.92% [6]. - The principles of sale received 4,017,667,553 votes in favor, accounting for 99.93% [6]. - The listing location was approved with 4,017,655,753 votes in favor, representing 99.93% [6]. - The underwriting method was supported with 4,017,618,633 votes in favor, accounting for 99.92% [6]. Additional Proposals - The proposal to convert to an overseas fundraising company was approved with 4,017,652,853 votes in favor, or 99.92% [6]. - The fundraising usage plan was supported with 4,017,672,053 votes in favor, representing 99.93% [6]. - Authorization for the board to handle the issuance and listing matters received 4,017,656,933 votes in favor, accounting for 99.93% [6]. Governance and Compliance - The company approved the establishment of internal governance rules and the appointment of auditing institutions for the H share issuance, with overwhelming support from shareholders [11][12].
拉卡拉(300773.SZ)聘请安永香港为H股发行上市审计机构
智通财经网· 2025-08-08 11:38
Group 1 - The company, Lakala (300773.SZ), announced that its board of directors has approved the proposal to appoint an auditing firm for its H-share issuance and listing [1] - The company has chosen Ernst & Young (referred to as "EY Hong Kong") as the auditing institution for this issuance and listing [1]
山东天岳先进科技股份有限公司关于修订《公司章程(草案)》的公告
Shang Hai Zheng Quan Bao· 2025-08-06 18:29
Group 1 - The company held its first extraordinary general meeting of 2025 on February 19, where it approved the draft of the revised Articles of Association applicable after the H-share issuance and listing [1][4] - The board of directors is authorized to make adjustments to the Articles of Association as necessary based on domestic and foreign laws, regulations, and the actual circumstances of the listing [1][4] - The board of directors convened its 14th meeting on August 6, 2025, to approve the necessary arrangements for the global offering of H-shares and listing on the Hong Kong Stock Exchange [4][6] Group 2 - The board approved the issuance of a prospectus and other related documents in compliance with legal requirements for the H-share issuance [6] - The board also approved the revision of the Articles of Association based on the authorization from the extraordinary general meeting and the recommendations from the Hong Kong Stock Exchange [6][5] - The voting results for both resolutions were unanimous, with 9 votes in favor and no votes against or abstaining [6]