公司制度修订

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高能环境: 高能环境关于修订公司制度的公告
Zheng Quan Zhi Xing· 2025-06-11 12:22
Core Viewpoint - The company is revising its internal regulations to enhance corporate governance and protect the rights of investors, particularly minority shareholders [1][2]. Group 1: Regulatory Compliance - The revisions are in accordance with existing laws and regulations, including the Company Law, Securities Law, and relevant guidelines from the Shanghai Stock Exchange [1][2]. - The company aims to conduct a comprehensive review and formulation of its internal systems to ensure compliance with regulatory standards [1]. Group 2: Specific Revisions - The revised internal regulations include the Shareholding and Change Management System for directors, supervisors, and senior management, among others [1]. - The following systems are to be submitted for shareholder meeting approval: Shareholder Meeting Rules, Board Meeting Rules, Independent Director Work System, Investor Relations Management System, Fund Usage Management Measures, Related Party Transaction Management System, and Financing and External Guarantee Management System [2].
创识科技: 第八届董事会第七次会议决议公告
Zheng Quan Zhi Xing· 2025-06-11 10:16
Group 1 - The company held its eighth board meeting, with all seven directors present, including three via telecommunication [1] - The board approved a proposal to adjust the internal investment structure and postpone project timelines, stating that the feasibility of the fundraising projects remains unchanged and will not adversely affect the company's operations [1] - The proposal received unanimous support with 7 votes in favor, and it will be submitted for shareholder meeting approval [2] Group 2 - The board approved a revision of the company's articles of association and will proceed with the necessary business registration changes [2] - The proposal to revise the articles received unanimous support with 7 votes in favor and will also be submitted for shareholder meeting approval [2] - The company plans to revise eight internal governance documents to enhance its corporate governance structure [5] Group 3 - The board proposed to convene the third extraordinary general meeting of shareholders in 2025 on June 27 [6] - The proposal for the meeting received unanimous support with 7 votes in favor [6]
健盛集团: 健盛集团关于修订《公司独立董事制度》、《专门委员会议事规则》及《独立董事专门会议议事规则》的公告
Zheng Quan Zhi Xing· 2025-06-06 10:37
证券代码:603558 证券简称:健盛集团 公告编号:2025-053 浙江健盛集团股份有限公司 关于修订《公司独立董事制度》、《专门委员会议事规则》及 《独立董事专门会议议事规则》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。 浙江健盛集团股份有限公司(以下简称"公司")于 2025 年 6 月 6 日召开第 六届董事会第十七次会议,审议并通过了《关于修订公司董事会专门委员会议事 规则的议案》、《关于修订 <独立董事专门会议议事规则> 的议案》、《关于修订 <公> 司独立董事制度>的议案》,同意公司根据《中华人民共和国公司法》、 《中华人民 共和国证券法》、 《上海证券交易所股票上市规则》、 《上市公司章程指引》、 《上市 公司独立董事管理办法》等法律、法规、规范性文件和《公司章程》的最新规定, 为进一步提升规范运作水平,经公司对照自查并结合实际情况,对《公司独立董 事制度》、 《董事会审计委员会议事规则》、 《董事会提名委员会议事规则》、 《董事 会薪酬与考核委员会议事规则》 、《董事会战略委员会议事规则》及 ...
燕京啤酒: 第八届董事会第三十四次会议决议公告
Zheng Quan Zhi Xing· 2025-06-02 08:15
Group 1 - The board meeting of Beijing Yanjing Beer Co., Ltd. was held on May 30, 2025, with all six directors participating [1][2][3] - The board approved several amendments to internal management systems, including the fundraising management system and major investment management system, with unanimous votes of 6 in favor and none against [2][3][4] - The company plans to hold the 2024 annual shareholders' meeting on June 24, 2025, combining on-site and online voting methods [4][5] Group 2 - The amendments to the management systems will be submitted for approval at the shareholders' meeting before implementation [2][3] - The full text of the amended systems will be published on the Giant Tide Information Network on June 3, 2025 [2][3][4]
傲农生物: 福建傲农生物科技集团股份有限公司第四届董事会第十五次会议决议公告
Zheng Quan Zhi Xing· 2025-05-30 09:10
Core Viewpoint - The company has decided to abolish the supervisory board and amend its articles of association, transferring the supervisory responsibilities to the audit committee of the board of directors [1][2]. Group 1: Board Meeting Details - The fourth meeting of the company's fourth board of directors was held on May 30, 2025, with all nine directors present [1]. - The meeting was convened and presided over by Chairman Su Mingcheng, and the procedures followed legal and regulatory requirements [1]. Group 2: Resolutions Passed - The proposal to abolish the supervisory board and amend the articles of association was approved unanimously with 9 votes in favor [2]. - The proposal to amend the shareholder meeting rules was also approved unanimously with 9 votes in favor [3]. - The proposal to amend the board meeting rules was approved unanimously with 9 votes in favor [3]. - The proposal to amend the working rules of various specialized committees of the board was approved unanimously with 9 votes in favor [4]. - The proposal to amend the independent director working system and specialized meeting rules was approved unanimously with 9 votes in favor [4]. - The proposal to establish the general manager's working rules was approved unanimously with 9 votes in favor [5]. - The proposal to amend the external guarantee decision-making system was approved unanimously with 9 votes in favor [5]. - The proposal to amend the external investment decision-making system was approved unanimously with 9 votes in favor [6]. - The proposal to amend the related party transaction management measures was approved unanimously with 9 votes in favor [6]. - The proposal to amend the management system of controlling subsidiaries was approved unanimously with 9 votes in favor [7]. - The proposal to amend the system for regulating fund transactions with related parties was approved unanimously with 9 votes in favor [8].
耀皮玻璃: 耀皮玻璃第十一届监事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-05-23 08:11
证券代码:600819/900918 证券简称:耀皮玻璃/耀皮 B 股 公告编号:2025-032 上海耀皮玻璃集团股份有限公司 第十一届监事会第八次会议决议公告 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个别及连带责任。 重要内容提示: ?全体监事对本次监事会的所有议案投同意票。 ?本次监事会会议审议的议案全部通过。 一、监事会会议召开情况 二、监事会会议审议情况 经与会监事认真审议,通过了如下议案: 为进一步提升公司发展质量,规范公司运作,提高科学治理水平,保护投资 者合法权益,公司根据最新的《公司法》 、《上市公司章程指引》、 《证券法》 、《上 市公司治理准则》 、《上市公司信息披露管理办法》和《上海证券交易所股票上市 规则》等法律法规的规定,对《公司章程》进行修订。 本次修订的《公司章程》待股东大会审议通过后,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,《上海耀皮玻璃集团股份有限公司监事 会议事规则》等监事会相关制度相应废止。 授权公司经理层办理工商变更、备案等事宜。 本议案将提交公司 2024 年年度股东 ...
上海凤凰: 上海凤凰关于修订《上海凤凰独立董事制度》等十八项制度的公告
Zheng Quan Zhi Xing· 2025-05-22 14:35
Core Viewpoint - Shanghai Phoenix Enterprise (Group) Co., Ltd. has revised its independent director system and eighteen other regulations to align with updated stock exchange rules and improve corporate governance [1]. Group 1: Reasons and Basis for Revision - The revisions were made in accordance with the Shanghai Stock Exchange's listing rules and self-regulatory guidelines, as well as the company's articles of association [1]. - The revisions aim to enhance the company's governance structure and ensure compliance with regulatory requirements [1]. Group 2: Specific Content of the Revisions - The independent director system now mandates that independent directors constitute more than half of the members in the Strategic and ESG Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee [1]. - The term of independent directors is aligned with that of other directors, with a maximum continuous term of six years [2]. - The notice period for convening special meetings of independent directors has been extended from one day to three days [3]. - The Strategic and ESG Committee must maintain a minimum of two-thirds of its members to function effectively, and the board must promptly appoint new members if this threshold is not met [5]. - The Audit Committee's responsibilities have been clarified to include the evaluation of internal controls and communication with external auditors [7][8]. Group 3: Other Revised Regulations - The regulations regarding the management of external guarantees and financial assistance have been updated to ensure compliance with the latest legal requirements [10][11]. - The procedures for disclosing related party transactions have been refined to enhance transparency and accountability [13]. - The management of insider information and its disclosure has been strengthened, with clear responsibilities assigned to the board and the secretary [15][19].
依米康: 第五届董事会第三十三次会议决议公告
Zheng Quan Zhi Xing· 2025-05-20 11:12
Core Viewpoint - The company held its 33rd meeting of the fifth board of directors on May 19, 2025, to discuss the election of the sixth board of directors and related matters [1][2]. Group 1: Board of Directors Election - The board approved the nomination of Zhang Wan and Sun Jingjing as non-independent director candidates for the sixth board, with a term of three years starting from the shareholders' meeting approval [1][2]. - The voting results for the non-independent director candidates were unanimous, with 5 votes in favor and 0 against, representing 100% of the valid votes [2][3]. - The independent director candidates nominated are Jiang Yumei and Zhao Mingchuan, who have obtained independent director qualification certificates [1][4]. Group 2: Amendments to Company Regulations - The board approved amendments to the company's articles of association to enhance governance structure, including changes to terminology and the addition of new sections regarding shareholders and independent directors [4][5]. - The voting results for the amendments to the articles of association were also unanimous, with 5 votes in favor and 0 against, representing 100% of the valid votes [5][6]. Group 3: Upcoming Shareholders' Meeting - The company plans to hold its first extraordinary shareholders' meeting on June 4, 2025, to review the board election and amendments to the articles of association [6][8]. - The voting results for convening the shareholders' meeting were unanimous, with 5 votes in favor and 0 against, representing 100% of the valid votes [6][7].
巨星科技: 第六届董事会第十四次会议决议公告
Zheng Quan Zhi Xing· 2025-05-20 09:12
Core Viewpoint - The company, Hangzhou Juxing Technology Co., Ltd., has proposed amendments to its corporate governance structure, including the abolition of the supervisory board and revisions to various internal rules, which will be submitted for shareholder approval [1][2][3] Group 1: Board Meeting Details - The sixth board meeting was held on May 20, 2025, with all nine directors present, confirming compliance with relevant laws and regulations [1] - The meeting was chaired by Chairman Qiu Jianping, and all resolutions were passed unanimously by written vote [1] Group 2: Proposed Amendments - The company plans to abolish the supervisory board, transferring its powers to the audit committee of the board, and will revise the relevant articles in the company’s articles of association [1] - The company has also proposed amendments to the rules governing shareholder meetings, which will also require shareholder approval [2] - Additionally, the company will revise the rules governing board meetings and the independent director work system, both of which will be submitted for shareholder approval [2][3]
金证股份: 金证股份2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-05-19 09:10
深圳市金证科技股份有限公司 2025 年第一次临时股东大会议案之一 关于取消监事会暨修订 <公司章程> 的议案 各位股东及授权代表: 为进一步提高公司规范运作水平,根据《中华人民共和国公司法》 (以下简称" 《公司法》 ")、中国证监会《关于新 <公司法> 配套制度规 则实施相关过渡期安排》 、《上市公司章程指引》等相关法律法规的规 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,《监事会议事规则》等监事会相关制度相应废 止,并拟对《公司章程》相关条款进行修订。 以上议案,请各位股东审议。 深圳市金证科技股份有限公司 董事会 二〇二五年五月十九日 附件 1: 《公司章程》条款修订表 深圳市金证科技股份有限公司 2025 年 第一次临时股东大会议案之二 关于修订公司股东会议事规则的议案 各位股东及授权代表: 为进一步提高公司规范运作水平,保证股东会依法行使职权,根 据《中华人民共和国公司法》、中国证监会《关于新 <公司法> 配套制 度规则实施相关过渡期安排》及《上市公司股东会规则》等相关法律 法规的规定,结合公司实际情况,公司拟对《股东会议事规则》进行 修订。 以上议案,请各位 ...