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 and efficiency during the meeting [3][5] - The agenda includes the announcement of the number of attending shareholders, legal review of qualifications, and voting on key proposals [5][7] - A significant proposal is to abolish the supervisory board and amend the company's articles of association, allowing the audit committee to assume the supervisory functions [8][9] Meeting Procedures - Shareholders must register according to the meeting notice and are entitled to speak, inquire, and vote, with speaking time limited to five minutes per shareholder [3][4] - The meeting will proceed with the announcement of the number of attending shareholders and their voting rights before voting takes place [4][6] - The results of the voting will be announced by the monitoring personnel, followed by the signing of resolutions by the board of directors [7][8] Proposed Amendments - The proposal to cancel the supervisory board aims to streamline governance and is in line with recent regulatory requirements [8][9] - Amendments to the articles of association will include changes to terminology and the removal of references to the supervisory board, reflecting the new governance structure [9][10] - The company will ensure that the current supervisory board continues to fulfill its duties until the proposal is approved [8][9]

东莞市宇瞳光学科技股份有限公司 第一章 总则 第一条 为健全和规范东莞市宇瞳光学科技股份有限公司（以下简称"公司"）总经理的 工作及总经理办公会议的议事和决策程序，保证公司经营、管理工作的顺利进行，进一步完 善公司法人治理结构，依据《中华人民共和国公司法》等法律法规和公司章程的相关规定， 制定本细则。 第二条 公司设总经理 1 名，可根据需要设副总经理若干名，均为公司经理级高级管理 人员。 董事可以兼任总经理、副总经理或其他高级管理人员。 第三条 有下列情形之一者，不得担任公司总经理； （一）无民事行为能力或者限制民事行为能力； （二）因贪污、贿赂、侵占财产、挪用财产或者破坏社会主义市场经济秩序，被判处刑 罚，执行期满未逾五年，或者因犯罪被剥夺政治权利，执行期满未逾五年，被宣告缓刑的， 自缓刑考验期满之日起未逾二年； （三）担任破产清算的公司、企业的董事或厂长、经理，对该公司、企业的破产负有个 人责任的，自该公司、企业破产清算完结之日起未逾三年； （四）担任因违法被吊销营业执照、责令关闭的公司、企业的法定代表人，并负有个人 责任的，自该公司、企业被吊销营业执照、责令关闭之日起未逾三年； （五）个人因所负数额较 ...

广西柳药集团股份有限公司 董事会薪酬与考核委员会工作细则 （2025 年 8 月修订） 第一章 总则 第一条 为进一步建立健全广西柳药集团股份有限公司（以下简称"公司"） 董事、高级管理人员的薪酬与考核管理制度，完善公司治理结构，有效实施公司 人才发展战略，根据《中华人民共和国公司法》 经董事长提议并经董事会讨论通过，可对委员会委员在任期内进行调整。 《上市公司治理准则》 《上海证券 交易所上市公司自律监管指引第 1 号——规范运作》等法律、法规和规范性文件 及《广西柳药集团股份有限公司章程》（以下简称"《公司章程》"）等有关规定， 公司设立董事会薪酬与考核委员会（以下简称"薪酬与考核委员会"），并结合公 司实际情况，制订本细则。 第二条 薪酬与考核委员会是董事会下设的专门委员会，主要负责制定公司 董事、高级管理人员的考核标准并进行考核；制定、审查公司董事、高级管理人 员的薪酬决定机制、决策流程、支付与止付追索安排等薪酬政策与方案，并提出 建议。 第三条 本细则所称董事是指在公司领取薪酬的非独立董事；高级管理人员 是指董事会聘任的总裁、副总裁、董事会秘书、财务总监及由总裁提请董事会认 定的其他高级管理人员。 ...

广西柳药集团股份有限公司 董事会提名委员会工作细则 （2025 年 8 月修订） 第一章 总则 第一条 为完善广西柳药集团股份有限公司（以下简称"公司"）的法人治 理结构，规范董事会成员和高级管理人员的产生，优化董事会组成，根据《中华 人民共和国公司法》《上市公司治理准则》《上海证券交易所上市公司自律监管 指引第 1 号——规范运作》等法律、法规和规范性文件及《广西柳药集团股份有 限公司章程》（以下简称"《公司章程》"）等有关规定，公司设立董事会提名 委员会（以下简称"提名委员会"），并结合公司实际情况，制订本细则。 第二条 提名委员会是董事会下设的专门委员会，主要负责拟定董事、高级 管理人员的选择标准和程序，对董事、高级管理人员人选及其任职资格进行遴选、 审核并提出建议。 第二章 人员组成 第三条 提名委员会由三名董事组成，其中独立董事应当过半数。 第四条 提名委员会委员由董事长、1/2 以上独立董事或者全体董事的 1/3 以 上提名，并由董事会选举产生。 第五条 提名委员会设主任委员（召集人）一名，由独立董事担任，负责主 持委员会工作。提名委员会主任委员由董事长提名，并经全体董事过半数选举产 生。 第七条 ...

Core Viewpoint - Guangxi Liuyuan Group Co., Ltd. is undergoing significant changes in its corporate governance structure, including a capital reduction, the cancellation of the supervisory board, and amendments to its articles of association to enhance governance efficiency and compliance with regulations [1][3][4]. Capital Change Summary - The company has approved a capital reduction from RMB 398,863,861 to RMB 397,168,905 due to the repurchase and cancellation of 1,695,050 restricted shares [2][4]. - The conversion of convertible bonds has resulted in a total of 94 shares being converted from the "Liuyuan Convertible Bonds" since their issuance [1]. Cancellation of Supervisory Board - The decision to cancel the supervisory board is based on the need to align corporate governance with regulatory requirements and the company's operational realities, with the audit committee of the board taking over its responsibilities [3][4]. - The supervisory board will continue to fulfill its duties until the shareholders' meeting approves the cancellation [3]. Amendments to Articles of Association - The articles of association will be comprehensively revised to reflect the changes in capital structure and the cancellation of the supervisory board, including the removal of references to the supervisory board and the strengthening of responsibilities for controlling shareholders and independent directors [4][5]. - Specific amendments include the unification of terms related to the shareholders' meeting and the removal of the supervisory board section, along with adjustments to enhance governance effectiveness [4][5]. Other Governance System Revisions - The company plans to revise and establish several governance systems to improve operational standards, which will require shareholder approval for certain amendments [4][5]. - The proposed changes include updates to the management of shares held by directors and senior management, which will take effect upon board approval for most items [4].

Core Points - The audit committee of China Merchants Heavy Industry Special Transportation Co., Ltd. is established to enhance corporate governance and ensure effective supervision of external and internal audits [1][2] - The committee consists of three to five directors, with a majority being independent directors, and is responsible for overseeing financial reporting and internal controls [1][2][3] Group 1: Committee Structure - The audit committee is chaired by a director with accounting or financial management expertise, elected by committee members [2] - The committee members are elected by the board and serve a term aligned with the board's term [2] - The company must provide necessary working conditions for the audit committee [2] Group 2: Responsibilities and Authority - The audit committee's responsibilities include supervising external and internal audits, reviewing financial reports, and ensuring compliance with laws and regulations [11][12] - The committee must evaluate the independence and professionalism of external auditors and recommend their appointment or dismissal [13][14] - The committee is tasked with assessing the effectiveness of internal controls and reporting any significant deficiencies to the board [16][17] Group 3: Meeting Procedures - The audit committee must hold at least one meeting per quarter, with additional meetings as needed [19][20] - A quorum requires two-thirds of committee members to be present, and decisions are made by majority vote [21][22] - Meeting records must be kept, and members must maintain confidentiality regarding meeting matters [10][11] Group 4: Disclosure Requirements - The company is required to disclose the composition and professional background of the audit committee members [31] - Annual reports must include the audit committee's performance and meeting frequency [32] - Any significant issues identified by the audit committee that meet disclosure standards must be reported promptly [33][34]

中远海运特种运输股份有限公司 董事会提名委员会工作规程 第一条 为规范中远海运特种运输股份有限公司（以下简称"公司"）董事及 高级管理人员的选聘工作，优化董事会及高级管理人员成员的组成，完善公司治 理 结 构， 根据 《中 华 人民 共和 国公司 法》 、《 上市 公司治 理准 则》 、 《 公 司 章 程》及其他有关规定，公司特设立董事会提名委员会，并制定本工作规程。 第二条 提名委员会是董事会下设立的专门机构，对董事会负责。 第三条 提名委员会成员须保证足够的时间和精力履行委员会的工作职责， 勤勉尽责。 第二章 人员组成 第 四条 提 名委员会由 三至 五名董事 组成，其中独立 董事应占 二分之 一以 上。提名委员由董事长、二分之一以上独立董事或三分之一以上董事提名，并由 董事会选举产生。 第五条 提名委员会设主任一名，由独立董事担任，负责主持委员会工作。 主任由委员过半数选举产生。 第一章 总 则 第 六条 提 名委员会成 员由 同届董事 会董事组成 ，并由董事 会会议 选 举产 生 ， 可连 选连 任， 任 期与 同届 董事会 任期 一致 。期 间如有 委员 不再 担 任 董 事 职 务，将自动失去委 ...

Core Viewpoint - The company, Del Future Technology Holdings Group Co., Ltd., announced plans to amend its Articles of Association, which require approval from the shareholders' meeting [1] Group 1: Key Amendments to Articles of Association - The definition of the legal representative and senior management has been clarified, stating that if the chairman resigns, they are considered to have also resigned as the legal representative, and a new representative must be appointed within 30 days [2] - The decision-making authority for certain share repurchase scenarios has shifted from the "shareholders' meeting" to the "shareholders' assembly," with specific operational and time constraints outlined for share repurchases [2] - Financial assistance provisions have been detailed, allowing the company or its subsidiaries to provide financial assistance for acquiring shares under certain conditions, with a cumulative limit of 10% of the issued share capital [2] Group 2: Shareholder and Board Authority - The term "shareholders' meeting" has been standardized, and the board of directors is now authorized to make decisions regarding the issuance of corporate bonds, with specific limitations on the delegation of powers [3] - The audit committee can now propose temporary motions to the shareholders' meeting if they hold at least 1% of the company's shares, an increase from the previous threshold of 3% [3] - New provisions for independent directors have been added, outlining their responsibilities and conditions for office, emphasizing their role in decision-making and protecting minority shareholders' interests [3] Group 3: Profit Distribution and Internal Audit - The profit distribution policy has been refined, specifying conditions for cash dividends, stock dividends, and circumstances under which no profit distribution will occur, along with stricter decision-making and disclosure requirements [4] - New internal audit provisions have been introduced, clarifying the leadership structure and responsibilities of the internal audit function, which will report to the board and be supervised by the audit committee [4] - Additional regulations regarding company mergers and capital reduction have been established, including decision-making processes for payments not exceeding 10% of the company's net assets [4]

Core Viewpoint - Shenzhen Yinbao Mountain New Technology Co., Ltd. has made significant amendments to its Articles of Association to enhance corporate governance and comply with regulatory requirements [1]. Group 1: Rights Protection and Company Information Adjustments - The revised Articles explicitly state that the company will protect the legitimate rights of shareholders, creditors, and employees [2]. - The legal basis for the company has been updated from "other relevant laws and regulations" to "other relevant laws and administrative regulations" [2]. - The company’s postal code has been added as "518108" [2]. - Detailed procedures for the resignation and appointment of the legal representative have been included, along with new clauses regarding legal consequences and recourse [2]. Group 2: Business Scope and Share-Related Provisions - The business scope has been refined to clearly define licensed and general business projects [3]. - The nominal value of shares at the time of establishment is set at 1 yuan per share [3]. - Adjustments have been made regarding financial assistance for acquiring shares, with specific exclusions for employee stock ownership plans [3]. Group 3: Shareholder and Board of Directors Provisions - The authority of the shareholder meeting to issue corporate bonds and stocks has been expanded [4]. - The proposal for convening an extraordinary shareholder meeting has been changed from "supervisory board proposal" to "audit committee proposal" [4]. - The board of directors will now include a worker representative, increasing the total number of directors to nine, with three independent directors [4]. - The "Rules of Procedure for Board Meetings" will be attached to the Articles and drafted by the board, subject to shareholder approval [4]. Group 4: Profit Distribution and Internal Audit System Improvements - The decision-making process for profit distribution has been revised, transferring the review from the supervisory board to the audit committee, with clarified conditions and ratios for cash dividends [5]. - The internal audit system has been comprehensively defined, detailing leadership structure, responsibilities, and the roles of the internal audit department [5]. - The amendments to the Articles of Association are seen as a crucial step for the company to enhance its governance structure and adapt to market changes and regulatory demands [5].

Core Viewpoint - China Shenhua Energy Co., Ltd. has released its latest company charter, which was approved by the first extraordinary general meeting of shareholders in 2025, marking the most recent revision since its initial approval in 2005 [1] Company Overview and Operations - China Shenhua was established on November 8, 2004, with a registered capital of RMB 19,868,519,955. The company aims to implement new development concepts, focusing on energy as its leading industry, and strives to build a comprehensive energy company with world-class value creation and sustainable development capabilities [2] Share Issuance and Structure - The company has issued a total of 19,868,519,955 ordinary shares, with A-share shareholders holding 16,491,037,955 shares (approximately 83% of total capital) and H-share shareholders holding 3,377,482,000 shares (approximately 17% of total capital). The founding shareholder, China Energy Investment Corporation, holds 13,812,709,196 A-shares, accounting for about 69.52% of total capital [3] Shareholder Rights and Meetings - Shareholders enjoy rights and obligations based on their share categories. The general meeting of shareholders is the company's authority, consisting of annual and extraordinary meetings. Annual meetings are held once a year, while extraordinary meetings are convened within two months under specific circumstances. Resolutions require a simple majority for ordinary resolutions and a two-thirds majority for special resolutions [4] Corporate Governance Structure - The company has established a party committee to provide leadership, with a board of directors consisting of nine members responsible for convening shareholder meetings and making key operational decisions. The board has several specialized committees, including the audit and risk committee, nomination committee, and compensation and assessment committee [5] Financial and Profit Distribution - The company adheres to legal regulations in its financial accounting system and discloses financial reports timely. After tax profits are allocated in a specific order, prioritizing cash dividends, which must be at least 35% of the net profit attributable to shareholders. The recent charter publication supports the company's standardized operations and sustainable development, providing important reference for investors regarding governance and operations [6]