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圣泉集团: 圣泉集团股东会议事规则
Zheng Quan Zhi Xing· 2025-08-18 16:30
股东会议事规则 第一章 总 则 济南圣泉集团股份有限公司 第一条 为明确济南圣泉集团股份有限公司(以下简称"公司")股东会的 议事程序,规范股东会内部机构及运作程序,充分保护股东的利益,根据《中 华人民共和国公司法》(以下简称" 《公司法》")、 《上市公司股东会规则》 《济 南圣泉集团股份有限公司章程》(以下简称"《公司章程》")及中国证券监督管 理委员会(以下简称"中国证监会")的相关规定,制订本议事规则。 第二条 公司应当严格按照法律、行政法规、规范性文件、《公司章程》及 本规则的相关规定召开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应 当勤勉尽责,确保股东会正常召开和依法行使职权。 第三条 股东会应当在《公司法》和《公司章程》规定的范围内行使职权。 第四条 股东会分为年度股东会和临时股东会。年度股东会每年召开一次, 应当于上一会计年度结束后的 6 个月内举行。临时股东会不定期召开。 有下列情形之一的,公司在事实发生之日起 2 个月以内召开临时股东会: (一)董事人数不足《公司法》规定人数或者本章程所定人数的三分之二 时; (二)公司未弥补的亏损达 ...
引力传媒: 引力传媒股份有限公司股东会议事规则(2025年修订)
Zheng Quan Zhi Xing· 2025-08-18 12:11
引力传媒股份有限公司 股东会议事规则 第一章总则 第一条 为规范引力传媒股份有限公司(以下简称"公司")行为,维护股 东的合法权益,保证股东会依法行使职权,根据《中华人民共和国公司法》(以 下简称"《公司法》")、《中华人民共和国证券法》以及《引力传媒股份有限 公司章程》(以下简称"《公司章程》"),制定本议事规则。 第二条 公司应当严格按照法律、行政法规、《公司章程》及本规则的相关 规定召开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应当 勤勉尽责,确保股东会正常召开和依法行使职权。 第三条 股东会应当在《公司法》和《公司章程》规定的范围内行使职权。 第四条 股东会分为年度股东会和临时股东会。年度股东会每年召开一次, 应当于上一会计年度结束后的 6 个月内举行。临时股东会不定期召开,出现《公 司章程》第五十条规定的应当召开临时股东会的情形时,临时股东会应当在 2 个月内召开。 公司在上述期限内不能召开股东会的,应当报告公司所在地中国证监会派出 机构和上海证券交易所,说明原因并公告。 第五条 公司召开股东会,应当聘请律师对以下问题出具法律意见并公告: (一 ...
武汉凡谷: 股东会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-17 08:15
General Principles - The rules are established to standardize the procedures of shareholder meetings for Wuhan Fangu Electronics Technology Co., Ltd. and to protect shareholder rights [3][6] - The company must strictly follow laws, regulations, and its articles of association when convening shareholder meetings [3][6] - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held once a year within six months after the end of the previous fiscal year [3][6] Convening Shareholder Meetings - The board of directors is responsible for timely convening shareholder meetings, and independent directors can propose temporary meetings [7][8] - If the board does not respond to a request for a temporary meeting within ten days, the audit committee can convene the meeting independently [8][9] - Shareholders holding more than 10% of shares can request a temporary meeting, and the board must respond within ten days [8][9] Proposals and Notifications - Proposals for shareholder meetings must be within the scope of the meeting's authority and submitted in writing [12][13] - Shareholders holding more than 1% of shares can propose temporary items ten days before the meeting [11][12] - Notifications for meetings must include details such as time, location, agenda, and the rights of shareholders to attend and vote [16][17] Conducting Shareholder Meetings - The meetings should be conducted simply and without providing extra economic benefits to attendees [19][20] - All registered shareholders or their proxies have the right to attend and vote at the meetings [14][19] - The chairman of the board presides over the meeting, and if unavailable, a vice-chairman or a director elected by the majority will take over [16][18] Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [34][36] - Related party shareholders must abstain from voting on transactions involving their interests [38][39] - The results of the voting must be announced immediately, and detailed records of the meeting must be kept [49][50] Execution of Resolutions - The board of directors is responsible for executing the resolutions made during the shareholder meetings [57][58] - The chairman monitors the execution of resolutions and may convene temporary board meetings to review the execution status [58] Amendments and Validity - The rules can be amended by the board of directors and must be approved by the shareholder meeting [31][32] - Any resolutions that violate laws or regulations are deemed invalid [28][29]
圣农发展: 股东会议事规则(2025年修订)
Zheng Quan Zhi Xing· 2025-08-17 08:15
Core Viewpoint - The document outlines the rules and regulations governing the shareholder meetings of Fujian Shengnong Development Co., Ltd, ensuring compliance with relevant laws and regulations while safeguarding shareholders' rights. Group 1: General Provisions - The rules are established to regulate the behavior of the company and ensure that the shareholder meeting exercises its powers legally [1] - The company must strictly follow laws, regulations, and its articles of association when convening shareholder meetings [2] - The board of directors is responsible for organizing shareholder meetings diligently and on time [2] Group 2: Types of Shareholder Meetings - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [2] - Temporary meetings are convened as needed, particularly when circumstances outlined in the Company Law arise [2] Group 3: Legal Opinions and Procedures - The company must hire a lawyer to provide legal opinions on the legality of the meeting's procedures, attendance qualifications, and voting results [2] - The board must respond to requests for temporary meetings from independent directors or shareholders holding over 10% of shares within ten days [3][4] Group 4: Proposals and Notifications - Proposals must fall within the powers of the shareholder meeting and be clearly defined [6] - Shareholders holding at least 1% of shares can submit temporary proposals, and the company cannot raise the threshold for submission [6][7] - Notifications for annual meetings must be sent 20 days in advance, while notifications for temporary meetings must be sent 15 days prior [15] Group 5: Conducting the Meeting - The shareholder meeting must be held at the company's registered address or another designated location, allowing for both in-person and online participation [12] - The meeting must be presided over by the chairman or a designated director if the chairman is unavailable [27] - All shareholders or their proxies have the right to attend the meeting, and the company cannot refuse attendance [23] Group 6: Voting and Resolutions - Each share carries one vote, and shareholders must express their opinions as agree, disagree, or abstain [36] - Voting results must be announced immediately after the meeting, and the resolutions must be documented and disclosed [39][40] - If a proposal is not passed, it must be highlighted in the announcement of the meeting's resolutions [40]
晓鸣股份: 股东会议事规则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-17 08:15
General Principles - The rules are established to standardize the behavior of listed companies and ensure shareholders can exercise their rights according to relevant laws and regulations [1][2] - The company must hold shareholder meetings in strict accordance with legal and regulatory requirements, ensuring the board of directors fulfills its responsibilities [1][2] Shareholder Meeting Convening - The board of directors is required to convene the annual shareholder meeting within six months after the end of the previous fiscal year [1][2] - Independent directors can propose the convening of a temporary shareholder meeting, and the board must respond within ten days [2][3] - Shareholders holding more than 10% of the company's shares can request a temporary meeting, and the board must respond within ten days [4][5] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and comply with legal and regulatory requirements [6][14] - Shareholders holding at least 1% of shares can submit temporary proposals ten days before the meeting [6][14] - Notifications for annual meetings must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [16][17] Meeting Procedures - The shareholder meeting must be held at the company's registered address or a location specified in the articles of association [21] - Shareholders can attend in person or appoint proxies to vote on their behalf [21][25] - The meeting must maintain order, and any disruptions should be reported to the relevant authorities [23] Voting and Resolutions - Each share carries one voting right, and shareholders must express their opinions on proposals as agree, disagree, or abstain [37] - Voting results must be announced immediately after the meeting, and resolutions should be disclosed promptly [40][41] - The company must implement resolutions regarding dividends or capital increases within two months after the meeting [45] Record Keeping and Compliance - Meeting records must include details such as time, location, attendees, and voting results, and should be preserved for at least ten years [42][43] - Any disputes regarding the legality of the meeting or resolutions can be brought to court within sixty days [47][48]
和辉光电: 上海和辉光电股份有限公司股东会议事规则(草案)
Zheng Quan Zhi Xing· 2025-08-15 16:36
General Principles - The rules are established to protect shareholders' legal rights and ensure the proper functioning of the shareholders' meeting [1][2] - The rules apply to all shareholders, their representatives, and other relevant attendees [2] - The shareholders' meeting is the highest authority of the company, responsible for major decisions [3][4] Rights and Obligations of Shareholders - Shareholders have rights proportional to their shareholding, including profit distribution, voting, and supervision of company operations [5][6] - Shareholders can request to review company documents and participate in meetings [7][8] - Shareholders must comply with laws and regulations, and misuse of rights can lead to liability [12][13] Powers of the Shareholders' Meeting - The shareholders' meeting has the authority to elect directors, approve financial reports, and make decisions on capital changes [15][16] - Certain significant transactions, such as guarantees exceeding specific thresholds, require approval from the shareholders' meeting [16][17] Convening and Notification of Shareholders' Meetings - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called as needed [19][20] - Shareholders must be notified in writing at least 21 days before an annual meeting and 15 days before a temporary meeting [23][24] Proposals for Shareholders' Meetings - Proposals must fall within the powers of the shareholders' meeting and be submitted in advance [35][36] - Shareholders holding at least 1% of shares can propose items for discussion [36][37] Voting and Resolutions - Voting is conducted based on the number of shares held, with different thresholds for ordinary and special resolutions [68][69] - Certain matters require a higher voting threshold, such as capital changes and mergers [71][72]
和辉光电: 上海和辉光电股份有限公司股东会议事规则
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Points - The document outlines the rules for shareholder meetings of Shanghai Hehui Optoelectronics Co., Ltd, ensuring the protection of shareholders' rights and the proper functioning of the highest authority within the company [1][2][3] Group 1: General Provisions - The rules are established based on the Company Law and Securities Law of the People's Republic of China, applicable to all shareholders and their representatives [1][2] - The shareholder meeting is the power institution of the company, responsible for major decisions [1][3] Group 2: Rights and Obligations of Shareholders - Shareholders have rights to dividends, attend meetings, supervise operations, and access company documents [2][3] - Shareholders must provide proof of their shareholding to access company information [3][5] Group 3: Powers of the Shareholder Meeting - The shareholder meeting has the authority to elect directors, approve financial reports, and decide on profit distribution [6][7] - Major asset transactions exceeding 30% of the company's audited total assets must be approved by the shareholder meeting [6][7] Group 4: Meeting Procedures - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called under specific circumstances [12][18] - Shareholders must be notified of meetings at least 20 days in advance for annual meetings and 15 days for temporary meetings [22][23] Group 5: Proposals and Voting - Proposals must be within the powers of the shareholder meeting and clearly defined [34][35] - Voting can be conducted in person or through authorized representatives, with specific rules for counting votes and announcing results [67][79]
维力医疗: 《维力医疗股东会议事规则》(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-15 16:36
Core Points - The document outlines the rules for convening and conducting shareholder meetings for Guangzhou Weili Medical Equipment Co., Ltd, aiming to ensure compliance with relevant laws and regulations while protecting shareholders' rights [1][2][3] Group 1: General Provisions - The rules are established to promote standardized operations, improve meeting efficiency, and ensure the legality of decisions made during shareholder meetings [1] - The company must strictly adhere to laws, regulations, and its articles of association when convening shareholder meetings [2] - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][2] Group 2: Meeting Convening - If the company cannot convene a meeting within the specified timeframe, it must report to the Guangdong Securities Regulatory Bureau and the Shanghai Stock Exchange, explaining the reasons [2] - The board of directors is responsible for timely convening meetings, and independent directors have the right to propose temporary meetings [3][4] - Shareholders holding more than 10% of the company's shares can request the board to convene a temporary meeting, and the board must respond within ten days [3][4] Group 3: Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and comply with legal and regulatory requirements [7] - Shareholders holding more than 1% of shares can submit temporary proposals ten days before the meeting, which must be announced by the convenor [7][8] - Notifications for annual meetings must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [8] Group 4: Meeting Conduct - Shareholder meetings must be held at the company's registered address or a specified location, combining in-person attendance with online voting [11] - All shareholders registered by the record date have the right to attend the meeting, and the company cannot refuse entry [12] - The meeting must be presided over by the chairman or a designated representative, and the board must cooperate with the convenor [12][13] Group 5: Voting and Resolutions - Voting must be conducted on a per-proposal basis, and shareholders must express their opinions as agree, disagree, or abstain [16][33] - The results of the voting must be announced immediately after the meeting, detailing the time, location, and outcomes of each proposal [17][39] - If a proposal is not approved, it must be highlighted in the meeting resolution announcement [40] Group 6: Regulatory Measures - If the company fails to convene a meeting without valid reasons, the Shanghai Stock Exchange has the authority to suspend trading of the company's shares [22] - Regulatory authorities can mandate corrections if the meeting procedures or disclosures do not comply with legal requirements [22][49] - Violations by directors or board secretaries can lead to disciplinary actions by regulatory bodies [49]
乔治白: 乔治白股东会议事规则
Zheng Quan Zhi Xing· 2025-08-15 16:24
Core Points - The document outlines the rules for the shareholders' meeting of Zhejiang George White Clothing Co., Ltd, ensuring compliance with the Company Law and Securities Law of the People's Republic of China [1][2][3] - The company must hold annual and temporary shareholders' meetings, with specific timelines for notification and procedures for convening these meetings [5][6][7] - Legal opinions must be obtained for the meeting's procedures, attendance qualifications, and voting results to ensure legality [2][3] Group 1: Shareholders' Meeting Organization - The company must convene the shareholders' meeting in accordance with legal and regulatory requirements, ensuring shareholders can exercise their rights [1][2] - The board of directors is responsible for organizing the meeting and must respond to requests from independent directors or shareholders holding over 10% of shares within specified timeframes [8][10] - The audit committee has the authority to propose temporary meetings and can convene them if the board fails to act [3][4] Group 2: Proposals and Notifications - Shareholders holding at least 1% of shares can submit proposals 10 days before the meeting, and the conveners must notify all shareholders of these proposals [14][15] - Notifications must include detailed information about the proposals, including candidates for director elections and their qualifications [16][18] - The notice must be sent out at least 20 days before the annual meeting and 15 days before a temporary meeting [16][17] Group 3: Meeting Procedures - The meeting must be held in a designated location, and shareholders can attend in person or via authorized representatives [21][22] - The meeting must maintain order, and the board is responsible for ensuring a smooth process [23][24] - Voting procedures must be clearly defined, and results must be announced immediately after the meeting [49][51] Group 4: Decision-Making and Disclosure - Decisions made during the meeting must be documented, including attendance and voting results, and must be disclosed to shareholders promptly [56][59] - The company must ensure that resolutions comply with legal standards, and shareholders can request annulment of invalid resolutions within 60 days [59][60] - The board secretary is responsible for public disclosures and ensuring compliance with regulatory requirements [22][66]
亚太科技: 《股东会议事规则》
Zheng Quan Zhi Xing· 2025-08-15 16:24
Core Points - The document outlines the rules for the shareholders' meeting of Jiangsu Asia-Pacific Light Alloy Technology Co., Ltd, ensuring compliance with relevant laws and regulations [2][3][4] Group 1: General Provisions - The rules are established to regulate the company's behavior and ensure shareholders can exercise their rights according to the Company Law and other relevant regulations [2][3] - The shareholders' meeting is categorized into annual and temporary meetings, with specific timelines for their convening [3][4] Group 2: Convening the Shareholders' Meeting - The board of directors is responsible for convening the shareholders' meeting within the stipulated timeframe [4][5] - Independent directors can propose a temporary shareholders' meeting, and the board must respond within ten days [4][5][6] Group 3: Proposals and Notifications - Shareholders holding more than 1% of shares can submit proposals ten days before the meeting [7][8] - Notifications for annual meetings must be sent twenty days in advance, while temporary meetings require fifteen days' notice [8][9] Group 4: Conducting the Shareholders' Meeting - The meeting must be held at the company's registered location, and shareholders can attend in person or via proxy [10][11] - The meeting must maintain order, and any disruptions should be reported to the relevant authorities [10][11] Group 5: Voting and Resolutions - Each share carries one voting right, and shareholders must declare their voting intentions [12][13] - The results of the voting must be announced immediately, and the resolutions should be disclosed promptly [14][15] Group 6: Record Keeping and Compliance - Meeting records must include details such as time, location, attendees, and voting results, and should be preserved for at least ten years [16][17] - Any disputes regarding the legality of the meeting or resolutions can be taken to court, but the resolutions must be executed until a court ruling is made [18][19]