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药明康德: 第三届董事会第二十五次会议决议公告
Zheng Quan Zhi Xing· 2025-09-02 10:12
Group 1 - The company held its 25th meeting of the 3rd Board of Directors on September 2, 2025, with all 11 directors present, chaired by Ge Li [1] - The Board approved the proposal to cancel the Supervisory Board, change the registered capital, and amend the Articles of Association, which will take effect upon the approval of the shareholders' meeting [1][2] - The Board also approved the revision of several corporate governance systems, with unanimous support from all directors [2][3] Group 2 - The Board authorized the investment department to dispose of listed shares, with a total transaction amount not exceeding 15% of the latest audited net assets attributable to the parent company's shareholders, valid for 12 months [4][5] - The Board approved a framework agreement for daily related party transactions, with specific voting results showing 8 votes in favor and 3 abstentions from related directors [6] - The Board agreed to the equity transfer between wholly-owned subsidiaries and authorized management to handle all related matters [6][7] Group 3 - The Board proposed to hold the second extraordinary general meeting of shareholders in 2025, with the chairman or authorized personnel responsible for the announcement and related arrangements [7]
有研半导体硅材料股份公司2025年第二次临时股东会决议公告
Meeting Overview - The shareholders' meeting was held on September 1, 2025, at the company's headquarters in Beijing [2][3] - A total of 158 shareholders attended the meeting, holding 1,012,621,897 voting rights, representing 81.3961% of the total voting rights [2] Attendance - All 9 current directors and 3 current supervisors attended the meeting [3] - The company secretary and a senior executive were also present [4] Resolutions Passed - The proposal to abolish the supervisory board and amend the Articles of Association was approved with 99.9679% of votes in favor [5] - The proposal to establish and revise certain corporate governance systems was also approved, including: - Shareholders' meeting rules with 99.9341% approval [6] - Board meeting rules with 99.9310% approval [7] - Related party transaction management system with 99.9320% approval [9] - External guarantee management system with 99.9303% approval [10] - Fund-raising management system with 99.9320% approval [11] - Prevention of fund occupation by controlling shareholders and related parties with 99.9341% approval [12] - Independent director work system with 99.9325% approval [13] - Cumulative voting system implementation rules with 99.9341% approval [14] - Network voting implementation rules for shareholders' meetings with 99.9341% approval [15] - Compensation management system for directors and senior management with 99.9304% approval [17] - Voting rights solicitation implementation rules with 99.9341% approval [18] - Financing decision-making system with 99.9317% approval [19] - External investment management system with 99.9319% approval [20] Additional Proposals - The proposal to elect an independent director to the second board was approved with 99.9651% of votes in favor [22] - The proposal to use part of the oversubscribed funds for new fundraising investment projects was approved with 99.9668% of votes in favor [23] Legal Compliance - The meeting's procedures, attendance, and voting processes complied with the Company Law, Securities Law, and the company's Articles of Association, ensuring the legality and validity of the resolutions passed [27]
怀集登云汽配股份有限公司 第六届董事会第十八次会议决议公告
Group 1 - The company held its 18th meeting of the 6th Board of Directors on September 1, 2025, with all 7 directors present, meeting the quorum requirements [2][3] - The Board approved the proposal for asset sale and related party transactions with 6 votes in favor, 0 against, and 1 abstention, which will be submitted to the third extraordinary general meeting of shareholders for approval [3][5] - The Board also approved the revision of the company's articles of association and governance structure, which will also require shareholder approval [6][8] Group 2 - The company is facing significant pressure in its valve export business and plans to sell 75% of its stake in Beijing Huanglong Jintai Mining Co., Ltd. to focus on its core business and improve competitiveness [18][19] - The transaction is valued at approximately 137.08 million yuan, based on an asset evaluation report, and will not require approval from regulatory authorities as it does not constitute a major asset restructuring [23][31] - After the transaction, the company will retain a 25% stake in Beijing Huanglong, which will no longer be included in the company's consolidated financial statements [19][32] Group 3 - The company will hold its third extraordinary general meeting of shareholders on September 17, 2025, to discuss the approved proposals from the Board [39][40] - The meeting will be conducted both in-person and via online voting, ensuring compliance with relevant laws and regulations [42][46] - Shareholders must register by September 12, 2025, to participate in the meeting [40][48]
中南股份: 第九届董事会2025年第五次临时会议决议公告
Zheng Quan Zhi Xing· 2025-09-01 16:18
Group 1 - The board meeting of Guangdong Zhongnan Steel Co., Ltd. was held on August 29, 2025, with all six directors present [1] - The chairman, Wu Kunzong, resigned due to work reasons, and the vice chairman, Lai Xiaomin, presided over the meeting [1] - The board approved the proposal for the election of a new director with unanimous support [2] Group 2 - The board approved the proposal to change the business scope and amend the articles of association, which will require a special resolution at the shareholders' meeting [2] - The board approved the revision of the rules for shareholder meetings, which will also be submitted for shareholder approval [2] - The board approved the revision of the rules for board meetings, pending shareholder review [2] Group 3 - The board approved the revision of the independent director system, which will be submitted for shareholder approval [3] - The board approved the revision of various corporate governance-related systems, including information disclosure management and internal control management [4] - The board approved the establishment of a director resignation management system, which will also be disclosed to shareholders [4] Group 4 - The shareholders' meeting is scheduled for September 17, 2025, to discuss the approved proposals [4]
宁波韵升: 宁波韵升2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-01 16:10
Core Points - Ningbo Yunsheng Co., Ltd. is planning to hold a shareholder meeting on September 8, 2025, to discuss various governance changes, including the cancellation of the supervisory board and amendments to the company's articles of association [1][2][3]. Group 1: Meeting Details - The shareholder meeting will take place at 14:00 on September 8, 2025, at the company's headquarters in Ningbo, Zhejiang Province [1]. - The meeting will be chaired by Chairman Zhu Xiaodong [1]. Group 2: Agenda Items - The agenda includes the review of the revised "Rules of Procedure for Shareholders' Meetings" and "Rules of Procedure for Board Meetings" [1]. - A proposal to cancel the supervisory board and transfer its powers to the audit committee of the board will be presented [2][4]. - Amendments to the company's articles of association will be discussed, including the standardization of terms and the enhancement of governance structures [2][4]. Group 3: Governance Changes - The supervisory board will be abolished, and its responsibilities will be assumed by the audit committee of the board, with related internal rules being repealed [2][4]. - The articles of association will be revised to improve the governance of shareholders and the board, including the adjustment of terminology and the enhancement of voting procedures [2][4][5]. Group 4: Shareholder Rights - Shareholders will retain rights to request meetings, supervise company operations, and participate in decision-making processes [19][33]. - The company will ensure that shareholders can exercise their rights effectively, including the right to vote and receive dividends [19][33]. Group 5: Legal Compliance - The company will ensure that all changes comply with the relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2][4][19]. - Legal opinions will be sought to confirm the compliance of the meeting's procedures and decisions [37].
鼎信通讯: 鼎信通讯2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-01 16:10
青岛鼎信通讯股份有限公司 会议资料 召开时间:2025 年 9 月 11 日 目 录 青岛鼎信通讯股份有限公司 2025 年第二次临时股东大会议程 青岛鼎信通讯股份有限公司 2025 年第二次临时股东大会参会须知 青岛鼎信通讯股份有限公司 2025 年第二次临时股东大会审议议案 议案一、关于取消监事会及修订《公司章程》的议案 议案二、关于修订《关联交易管理制度》的议案 议案三、关于修订《股东会议事规则》的议案 议案四、关于修订《董事会议事规则》的议案 议案五、关于修订《独立董事工作制度》的议案 议案六、关于修订《募集资金管理和使用制度》的议案 议案七、关于修订《对外担保决策制度》的议案 议案八、关于修订《对外投资管理制度》的议案 议案九、关于续聘会计师事务所的议案 青岛鼎信通讯股份有限公司 2025 年第二次临时股东大会议程 一、 现场会议召开时间:2025 年 9 月 11 日下午 13:30 二、 现场会议召开地点: 青岛市高新区华贯路 858 号鼎信科技产业园 4 号楼 B 座 1 层会议室 三、 会议出席对象 公司股东或其委托人; 四、会议议程 青岛鼎信通讯股份有限公司 2025 年第二次临时股东大会 ...
大地熊: 大地熊2025年第三次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-09-01 16:04
Core Viewpoint - The document outlines the procedures and regulations for the third extraordinary general meeting of shareholders of Anhui Dadi Bear New Materials Co., Ltd., emphasizing the importance of maintaining order and protecting shareholders' rights during the meeting [1][2][3]. Meeting Procedures - The meeting is scheduled for September 8, 2025, at 15:00 in Hefei, Anhui Province [5]. - Attendees must sign in 15 minutes before the meeting and present necessary identification documents [2]. - The meeting will include a report on the number of shareholders present and their voting rights [6]. Agenda Items - The agenda includes the revision of certain corporate governance systems, specifically the "Management System for Preventing the Occupation of Funds by Controlling Shareholders, Actual Controllers, and Other Related Parties" [6][7]. - The revised governance systems are aimed at enhancing the company's operational norms and internal governance mechanisms [6]. Voting and Participation - Shareholders and their proxies have the right to speak, inquire, and vote during the meeting [2][3]. - Voting will be conducted both on-site and through an online voting system provided by the Shanghai Stock Exchange [5][7]. Legal Oversight - The meeting will be witnessed by a lawyer from a law firm hired by the company, who will also issue a legal opinion [3][8]. - The company will ensure that only authorized personnel can enter the meeting venue to maintain order [3][4]. Independent Director System - The document includes provisions for the independent director system, which aims to enhance corporate governance and protect minority shareholders' interests [10][11]. - Independent directors must not have any direct or indirect interests that could affect their judgment [11][12]. External Investment Management - The company has established a framework for managing external investments, which includes approval processes and risk control measures [26][27]. - Investments are categorized into short-term and long-term, with specific criteria for each type [26][27]. Financial Management and Auditing - The financial department is responsible for comprehensive financial records of external investments and ensuring compliance with accounting standards [32][33]. - Regular audits will be conducted to assess the financial health of investments and subsidiaries [32][33].
永艺股份: 永艺家具股份有限公司第五届董事会第八次会议决议公告
Zheng Quan Zhi Xing· 2025-09-01 10:20
二、董事会会议审议情况 经与会董事逐项审议,会议通过了如下议案: 证券代码:603600 证券简称:永艺股份 公告编号:2025-037 永艺家具股份有限公司 第五届董事会第八次会议决议公告 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。 一、董事会会议召开情况 永艺家具股份有限公司(以下简称"公司")第五届董事会第八次会议于 2025 年 9 月 1 日在公司会议室以现场结合通讯方式召开。本次董事会会议通知于 2025 年 8 月 27 日以电话和书面方式发出。会议应出席董事 6 名,实际出席董事 6 名。 会议由张加勇先生主持,公司监事、高级管理人员列席会议。本次会议的召集和 召开程序符合《公司法》等相关法律法规及《公司章程》的有关规定,会议决议 合法、有效。 (一)审议通过《关于取消监事会并修订 <公司章程> 的议案》 表决结果:同意 6 票、反对 0 票、弃权 0 票。 内容详见公司在上海证券交易所网站(www.sse.com.cn)披露的《永艺家具 股份有限公司关于取消监事会并修订 <公司章程> 及公司部分治理 ...
淮河能源(集团)股份有限公司
Core Viewpoint - The company is revising its governance structure by canceling the supervisory board and amending its articles of association, which will be subject to approval at the upcoming extraordinary general meeting of shareholders [1][25][30]. Group 1: Governance Revisions - The company plans to revise several governance systems to enhance operational standards and align with regulatory requirements, including the rules for shareholder meetings, board meetings, and various committee guidelines [2][3][28]. - A total of 26 governance documents are being revised, with 6 requiring shareholder approval at the upcoming meeting, while the remaining 20 will take effect immediately upon board approval [3][28][30]. Group 2: Extraordinary General Meeting - The extraordinary general meeting is scheduled for September 16, 2025, and will utilize both on-site and online voting methods [4][5]. - Shareholders must register to attend the meeting, with specific registration procedures outlined for both individual and corporate shareholders [11][13][15]. - The meeting will address the approval of the revised governance documents and the cancellation of the supervisory board [7][30].
北京海天瑞声科技股份有限公司
Group 1 - The company is revising its articles of association, with changes including terminology adjustments and the need for shareholder approval for these amendments [1][2] - The revised governance structure aims to enhance the company's operational compliance and is based on relevant laws and regulations [2] - The company plans to change its legal representative from the chairman to the general manager, pending shareholder approval [3] Group 2 - The company announced a provision for asset impairment totaling 5,849,588.44 yuan for the first half of 2025, impacting its consolidated profit [9][10] - The impairment includes a credit loss provision of 4,352,007.20 yuan and inventory impairment of 1,497,581.24 yuan [7][8] - This provision aligns with accounting standards and reflects the company's financial status as of June 30, 2025 [10] Group 3 - The company will hold its first extraordinary general meeting of 2025 on September 16, 2025, with both onsite and online voting options available [13][14] - Shareholders must register to attend the meeting, with specific documentation required for both individual and corporate shareholders [21][24] - The meeting will discuss resolutions that have already been approved by the board and will be disclosed in advance [17][30] Group 4 - A half-year performance briefing is scheduled for October 9, 2025, to discuss the company's operational results and financial indicators for the first half of 2025 [31][32] - The briefing will be conducted in an interactive online format, allowing investors to submit questions in advance [32][34] - Key company executives, including the chairman and general manager, will participate in the briefing [34]