公司治理结构调整

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五矿新能: 五矿新能源材料(湖南)股份有限公司2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-07-09 11:13
Core Viewpoint - The company is holding a shareholders' meeting to discuss several key proposals, including the cancellation of the supervisory board, changes to registered capital, and the election of a new board of directors [1][6][10]. Group 1: Shareholders' Meeting Procedures - The company will verify the identity of attendees and requires necessary documentation for participation [2]. - Attendees must sign in at least 30 minutes before the meeting and are not allowed to vote if they arrive after the meeting starts [2][3]. - The meeting will follow a specific agenda, allowing shareholders to exercise their rights to speak, inquire, and vote [2][3]. Group 2: Proposals for Discussion - Proposal 1 involves the cancellation of the supervisory board, changes to registered capital, and amendments to the company's articles of association [6][8]. - The registered capital will change to RMB 192,921.8895 million following the issuance of convertible bonds totaling RMB 325,000 million [6][8]. - Proposal 2 focuses on revising certain corporate governance systems to enhance operational standards [9][10]. - Proposal 3 and Proposal 4 pertain to the election of the third board of directors, with specific candidates nominated for both non-independent and independent director positions [10][12]. Group 3: Voting and Legal Oversight - The meeting will utilize both on-site and online voting methods, with results announced after counting [3][5]. - A legal representative will witness the meeting and provide a legal opinion on the proceedings [4].
达威股份: 第六届监事会第十二次会议决议公告
Zheng Quan Zhi Xing· 2025-07-08 11:15
Group 1 - The company held its 12th meeting of the 6th Supervisory Board on July 8, 2025, with all three supervisors present, meeting legal requirements for decision-making [1] - The meeting approved a proposal to amend the company's Articles of Association in accordance with the latest revisions of the Company Law and relevant regulations [1][2] - The proposal will be submitted for review at the company's first extraordinary general meeting of shareholders in 2025 [1] Group 2 - The company will no longer have a Supervisory Board, and the corresponding rules will be abolished, with the responsibilities being transferred to the Audit Committee of the Board of Directors [2] - The positions of supervisors He Haijun, Zhang Lulu, and Zhong Jun will be automatically terminated due to the adjustment in the company's governance structure [2] - The proposal regarding the abolishment of the Supervisory Board will also be submitted for review at the company's first extraordinary general meeting of shareholders in 2025 [2]
中孚信息: 中孚信息第六届董事会第十六次会议决议公告
Zheng Quan Zhi Xing· 2025-07-07 13:07
Meeting Overview - The sixth board meeting of Zhongfu Information Co., Ltd. was held on July 7, 2025, with all 7 directors present, including one proxy vote [1] - The meeting complied with relevant regulations of the Company Law and the company's articles of association [1] Resolutions Passed - The board approved adjustments to the board structure in accordance with the new Company Law and the company's strategic planning [2][3] - The management team will also be adjusted, with details available in the announcement on the company's website [2] - The board agreed to adjust the remuneration and assessment committee members in line with the board adjustments [2] - A guarantee limit of up to 50 million RMB will be provided for the subsidiary Nanjing Zhongfu Information Technology Co., Ltd. for credit applications [3] - The board authorized the chairman to handle related agreements and matters [3] Amendments to Governance Documents - The board proposed amendments to the Articles of Association and requested shareholder approval for the changes [3] - The board agreed to revise the rules for shareholder meetings and rename them accordingly, pending shareholder approval [4][5] - The board also approved revisions to the rules for board meetings, which will also require shareholder approval [5] - Additional governance documents will be revised to align with the new Company Law and the updated Articles of Association [5]
浙江新能: 浙江新能第二届监事会第二十二次会议决议公告
Zheng Quan Zhi Xing· 2025-07-07 10:12
Group 1 - The company held its 22nd meeting of the second supervisory board on July 7, 2025, via communication, with all three supervisors present [1][2] - The supervisory board decided to abolish its own structure, transferring its powers to the audit committee of the board of directors, ensuring the internal supervision mechanism remains unaffected [1][2] - The proposal to cancel the supervisory board requires approval from the shareholders' meeting [2]
嘉麟杰: 第六届监事会第十三次会议决议公告
Zheng Quan Zhi Xing· 2025-07-04 16:34
Group 1 - The company held its 13th meeting of the 6th Supervisory Board on July 2, 2025, with all three supervisors present, confirming the legality and validity of the meeting [1][2] - The Supervisory Board unanimously approved the proposal to cancel the Supervisory Board and transfer its powers to the Audit Committee of the Board of Directors, which will also lead to the abolition of related rules [2] - The proposal will be submitted for review at the company's first extraordinary shareholders' meeting in 2025 [1][2] Group 2 - The decision to abolish the Supervisory Board is in accordance with the Company Law and the revised guidelines for listed companies [2] - The company ensures that the information disclosed is true, accurate, and complete, with no false records or misleading statements [1]
嘉和美康: 嘉和美康关于修订公司章程的公告
Zheng Quan Zhi Xing· 2025-07-04 16:22
证券代码:688246 证券简称:嘉和美康 公告编号:2025-049 嘉和美康(北京)科技股份有限公司 关于修订公司章程的公告 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。 嘉和美康(北京)科技股份有限公司(以下简称"公司")于 2025 年 7 月 份有限公司 2025 年第三次临时股东会增加临时提案的函》,根据公司实际经营 情况和发展需要,公司新设联席总经理岗位,相应修订公司章程,本事项尚需提 交 2025 年第三次临时股东会审议。具体情况如下: 一、修订《公司章程》的原因 根据公司实际经营情况和发展需要,公司新设联席总经理岗位,相应修订公 司章程。 二、《公司章程》修订情况 修订前 修订后 第十二条 本章程所称高级管理人员是 第十二条 本章程所称高级管理人员 指公司的总经理、副总经理、财务负责 是指公司的总经理、联席总经理、副 人、董事会秘书和本章程规定的其他人 总经理、财务负责人、董事会秘书和 员。 本章程规定的其他人员。 第一百一十一条 董事会行使下列职 第一百一十一条 董事会行使下列职 权: 权: …… … ...
红四方: 红四方2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-07-03 16:15
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 on July 10, 2025, at 14:30 [6][8] - The agenda includes proposals for changing registered capital, abolishing the supervisory board, and amending the company's articles of association [8][9] - The company plans to increase its registered capital from RMB 200 million to RMB 260 million through profit distribution and capital reserve conversion [8][9] - The supervisory board will be abolished, and its functions will be transferred to the audit committee of the board of directors [9][10] - The company will nominate candidates for the fourth board of directors, including both non-independent and independent directors [12][14] Meeting Procedures - Attendees must register to verify their shareholder status, and the meeting will be conducted with both on-site and online voting [2][3] - The voting will include both named voting for non-cumulative proposals and cumulative voting for board member elections [3][6] - The meeting will be presided over by the chairman, who will manage the order of speeches and voting [5][7] Proposals - Proposal 1: Change of registered capital, abolition of the supervisory board, and amendment of the articles of association [8][9] - Proposal 2: Nomination of candidates for the fourth board of directors, including non-independent directors [12][13] - Proposal 3: Nomination of candidates for independent directors for the fourth board of directors [14][23]
广州御银科技股份有限公司 第八届监事会第七次会议决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-07-02 22:58
Group 1 - The company held the seventh meeting of the eighth supervisory board on July 2, 2025, where all three supervisors attended, and the meeting was deemed legal and effective [2][4]. - The supervisory board approved a proposal to amend the company's articles of association, transferring the supervisory board's powers to the audit committee of the board of directors [3][5]. - The proposal requires approval at the company's second extraordinary general meeting of shareholders in 2025 [5]. Group 2 - The company convened the eighth meeting of the board of directors on July 2, 2025, with all five directors present, and the meeting complied with legal requirements [9][11]. - The board of directors approved multiple proposals to amend the articles of association and various governance rules, including the shareholder meeting rules and the board meeting rules [10][12][13]. - All proposals require approval at the company's second extraordinary general meeting of shareholders in 2025 [15]. Group 3 - The company announced a cash dividend distribution plan for the first quarter of 2025, proposing a distribution of 0.02 yuan per share, totaling approximately 1.52 million yuan [93][96]. - The record date for the dividend distribution is set for July 9, 2025, with the ex-dividend date on July 10, 2025 [96][97]. - The dividend will be distributed directly to shareholders' accounts through the designated clearing company [98]. Group 4 - The company will hold its second extraordinary general meeting of shareholders on July 22, 2025, at 14:30, with both on-site and online voting options available [101][102]. - The meeting will address various proposals that have already been approved by the board of directors and the supervisory board [109]. - The registration date for shareholders to participate in the meeting is July 17, 2025 [105].
绿城水务: 广西绿城水务股份有限公司2025年第一次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-07-02 16:15
Core Viewpoint - The company is proposing significant changes including a name change, relocation of its registered address, adjustments to its business scope, the cancellation of the supervisory board, and amendments to its articles of association to enhance governance and align with new legal requirements [4][6]. Group 1: Meeting Procedures - The meeting will ensure the protection of shareholders' rights and maintain order and efficiency [1]. - Shareholders must present valid identification to attend the meeting and will not have voting rights if they arrive after registration closes [2]. - Voting will be conducted through a combination of on-site and online methods, with each share granting one vote [3]. Group 2: Proposed Changes - The company plans to change its name from "Guangxi Greentown Water Co., Ltd." to "Guangxi Greentown Water Group Co., Ltd." and relocate its registered address [4]. - The name change aims to better reflect the company's strategic direction and enhance its market image [5]. - The supervisory board will be abolished, with its responsibilities transferred to the audit committee of the board [5][7]. Group 3: Governance Modifications - The company intends to amend several governance documents to align with the new legal framework and improve operational standards [6][7]. - Specific changes include the removal of references to the supervisory board in various governance documents and updates to the definitions and procedures related to shareholder meetings and fundraising [7][8]. - The revised governance documents will be made available on the Shanghai Stock Exchange website following the name change registration [9].
越秀资本: 关于拟修订公司章程及其附件的公告
Zheng Quan Zhi Xing· 2025-07-01 16:41
Summary of Key Points Core Viewpoint The company, Guangzhou Yuexiu Capital Holdings Group Co., Ltd., is revising its articles of association and related rules to enhance its corporate governance structure, aligning with legal and regulatory requirements. The proposed changes will be submitted for approval at the upcoming extraordinary general meeting of shareholders. Group 1: Background of the Revision - The revision of the company's articles is based on the requirements of the Company Law, Securities Law, and guidelines from the China Securities Regulatory Commission and Shenzhen Stock Exchange [1][3]. - The company aims to adjust its governance structure by transferring the powers of the supervisory board to the audit committee of the board of directors and changing the terminology from "shareholders' meeting" to "shareholders' assembly" [1][3]. Group 2: Details of the Revision - The main aspects of the articles revision include adjustments to the company's operational objectives, simplification of historical developments, and enhancement of internal audit regulations [1][3]. - The rules for the shareholders' assembly will be updated to reflect the new terminology and improve the procedures for convening, proposing, notifying, and holding meetings [1][3]. - The rules for the board of directors will also be revised to incorporate the new terminology and streamline the processes related to meetings and decision-making [1][3]. Group 3: Abolishment of Existing Rules - The existing rules for the supervisory board will be abolished as part of the overall restructuring of the articles [1][3]. - The revisions are necessary to comply with legal regulations and improve corporate governance practices [1][3]. Group 4: Next Steps - The proposed revisions will be presented for special resolution at the company's third extraordinary general meeting of shareholders in 2025 [1][3]. - Detailed comparison tables of the revisions will be made available in the company's announcements [1][3].