公司战略规划
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久之洋: 董事会战略与投资委员会工作细则(2025年7月)
Zheng Quan Zhi Xing· 2025-07-15 10:16
General Provisions - The purpose of the work rules is to adapt to the strategic development needs of Hubei Jiuzhiyang Infrared System Co., Ltd., ensuring the scientific nature of development planning and strategic decision-making, enhancing sustainable development capabilities, and improving investment decision-making processes [1][2] - The Strategic and Investment Committee is a permanent specialized working body under the board of directors, responsible for researching and proposing suggestions on the company's long-term development strategy, major investment decisions, sustainable development, and ESG work [1][2] Composition of the Committee - The Strategic and Investment Committee consists of five directors elected by the board of directors, with the chairman of the company serving as the committee's chairperson [2][3] - The term of the committee aligns with that of the current board of directors, and members can be re-elected upon term expiration [2][3] Responsibilities and Authority - The main responsibilities of the Strategic and Investment Committee include researching and proposing suggestions on the company's long-term strategic planning, major investment financing plans, significant capital operations, and ESG-related planning [3][4] - The committee is also responsible for reviewing the implementation of these matters and reporting to the board of directors [3][4] Working Procedures - The committee may require relevant departments or responsible persons from holding (or participating) enterprises to submit preliminary feasibility reports and basic information on cooperation partners before making decisions [4][5] - The committee can hire intermediary organizations to provide professional opinions for its decisions, with costs borne by the company [4][5] Meeting Rules - Meetings of the Strategic and Investment Committee require the presence of at least two-thirds of the members to be valid, and decisions must be approved by a majority [5][6] - Meetings can be held in person or through other means such as video or telephone, ensuring that all members can express their opinions [5][6] Confidentiality and Implementation - All members attending the meetings have confidentiality obligations and must not disclose relevant information [6][7] - The chairperson or designated members are responsible for tracking the implementation of decisions and reporting any violations to the board of directors [6][7] Supplementary Provisions - Any matters not covered by these work rules will be executed according to relevant national laws, regulations, and the company's articles of association [7] - The board of directors is responsible for interpreting and revising these work rules, which take effect upon approval by the board [7]
卧龙电驱: 卧龙电驱董事会战略委员会工作细则(2025-07-13)
Zheng Quan Zhi Xing· 2025-07-14 10:18
卧龙电气驱动集团股份有限公司 董事会战略委员会工作细则 第一章 总则 第一条 为适应卧龙电气驱动集团股份有限公司(以下简称"公司")战略发 展需要,增强公司核心竞争力,确定公司发展规划,健全决策程序,加强决策科 学性,提高决策的效益和决策的质量,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》《卧龙电气驱动集团股份有限公司章程》(以下 简称"《公司章程》")及其他有关规定,公司特设立董事会战略委员会(以下简 称"战略委员会"),并制定《卧龙电气驱动集团股份有限公司战略委员会工作细 则》(以下简称"本细则")。 第二条 战略委员会是董事会的专门工作机构,主要负责对公司长期发展战 略和重大投资决策进行研究并提出建议和方案。项目投资决策是指公司对具体项 目是否进行资本投资做出的抉择,是从项目筛选、立项、可行性研究到批准投资 合同签订的全过程决策。 第二章 人员组成 第三条 战略委员会成员由五名董事组成。 第四条 战略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 提 名,并由董事会选举产生。 第五条 战略委员会设主任委员一名,负责主持委员会工作,由公司董事长 担任。 第六条 战略 ...
达利凯普: 战略委员会工作细则
Zheng Quan Zhi Xing· 2025-07-10 12:10
Core Viewpoint - The company has established a Strategic Committee under the Board of Directors to enhance its core competitiveness and improve the quality and effectiveness of major investment decisions [1][2]. Group 1: Establishment and Composition - The Strategic Committee is a specialized working body of the Board, responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [2]. - The committee consists of three directors, including a chairperson elected from among the members, and is nominated by the Chairman or a majority of independent directors [3][4]. - The term of the committee members aligns with their term as directors, and they can be re-elected [3]. Group 2: Responsibilities and Authority - The main responsibilities of the Strategic Committee include researching and proposing suggestions on long-term strategic planning, major investment financing plans, significant capital operations, and other major matters affecting the company [4][5]. - The committee is accountable to the Board of Directors, and its proposals must be submitted for the Board's review and decision [3]. Group 3: Meeting Procedures - Meetings of the Strategic Committee must be notified three days in advance, although exceptions can be made in urgent situations [3]. - A quorum of two-thirds of the committee members is required for meetings, and decisions must be approved by a majority of the members present [4][5]. - The committee may invite other directors and senior management to attend meetings if necessary [4]. Group 4: Documentation and Confidentiality - Meeting records must be kept for at least ten years, and members are required to sign the records [5]. - Proposals and voting results from the committee meetings must be documented in writing and submitted to the Board of Directors [5].
粤海饲料: 关于修改公司经营范围及相应修改《公司章程》的公告
Zheng Quan Zhi Xing· 2025-07-08 15:12
Core Viewpoint - Guangdong Yuehai Feed Group Co., Ltd. is modifying its business scope and corresponding articles of association to align with its strategic planning and operational needs [1][2][3] Business Scope Changes - The company is changing its business scope from "feed production; veterinary drug operation; aquaculture" to include additional activities such as "sales of feed additives; fertilizer sales; import and export of goods; sales of fishery machinery; leasing of land use rights; wholesale of aquatic products; and agricultural professional and auxiliary activities" [1][2] - The changes will allow the company to operate more autonomously under its business license, provided that the activities do not require prior approval from relevant authorities [1][2] Articles of Association Revision - The company plans to revise the relevant clauses in its articles of association to reflect the changes in its business scope, ensuring that the new activities are included [2][3] - Other clauses in the articles of association will remain unchanged, and the revisions will require approval from the shareholders' meeting [3]
新 华 都: 董事会战略委员会工作规程
Zheng Quan Zhi Xing· 2025-07-07 16:13
Group 1 - The core objective of the company is to enhance its core competitiveness and improve decision-making processes for major investments through the establishment of a strategic committee [1][2] - The strategic committee is responsible for researching and proposing suggestions on the company's long-term development strategies and significant investment decisions [2][8] - The strategic committee consists of three directors, including the chairman and at least one independent director, ensuring a balanced representation [2][3] Group 2 - The strategic committee's main responsibilities include researching long-term strategic planning, major investment financing proposals, and other significant matters affecting the company's development [8][9] - An investment review group is established under the strategic committee, led by the company's general manager, to prepare for decision-making [2][10] - The decision-making process involves initial reviews by the investment review group, followed by discussions and proposals submitted to the board of directors [10][11] Group 3 - Meetings of the strategic committee require at least two-thirds of members to be present, and decisions are made based on a majority vote [12][13] - Various voting methods are allowed, including hand votes, written votes, and electronic voting, ensuring flexibility in decision-making [14] - The strategic committee may invite external professionals for advice, with costs covered by the company [16][17] Group 4 - The regulations governing the strategic committee will take effect upon approval by the board of directors, ensuring compliance with relevant laws and the company's articles of association [21][22] - The board of directors holds the interpretation rights of these regulations, maintaining oversight and governance [23]
索辰科技: 董事会战略与投资委员会实施细则
Zheng Quan Zhi Xing· 2025-07-04 16:12
Core Points - The establishment of the Strategic and Investment Committee aims to enhance the company's core competitiveness and improve the effectiveness and quality of investment decisions [3] - The committee is responsible for researching the company's long-term development strategy and major investment decisions, providing recommendations to the board [3][4] - The committee consists of three directors, including at least one independent director, and is chaired by the company's chairman [3][4] Group 1: Responsibilities and Structure - The Strategic and Investment Committee is tasked with researching and proposing suggestions on long-term strategic planning, major investments, capital operations, and other significant matters affecting the company [3][4] - The committee is accountable to the board of directors, and its proposals must be submitted for board review and decision [3][4] - An Investment Review Group is established under the committee to prepare for decision-making, including initial feasibility reports and investment agreements [3][4] Group 2: Decision-Making Procedures - The committee is required to hold at least two meetings annually, with a quorum of two-thirds of its members present for decisions [4] - Voting can be conducted by show of hands or written ballot, and independent directors must attend meetings in person or provide written opinions if absent [4] - Meeting records must be kept, including independent directors' opinions, and all members are bound by confidentiality regarding discussed matters [4] Group 3: Implementation and Compliance - The implementation rules of the committee take effect upon approval by the board of directors [4] - Any matters not covered by these rules will be governed by relevant national laws and the company's articles of association [4] - The board of directors is responsible for interpreting these implementation rules [4]
爱迪特: 董事会战略委员会实施细则
Zheng Quan Zhi Xing· 2025-07-02 16:25
Group 1 - The company aims to enhance its core competitiveness and improve decision-making processes through the establishment of a strategic committee [1][2] - The strategic committee is composed of three directors, including at least one independent director, and is responsible for researching and proposing suggestions on long-term development strategies and major investment decisions [1][2] - The strategic committee's main responsibilities include researching long-term strategic planning, major investment financing proposals, and significant capital operations [1][2][3] Group 2 - The strategic committee is accountable to the board of directors, and its proposals must be submitted for board review and decision [2] - A working group is responsible for preparing the strategic committee's decisions by gathering relevant information and conducting preliminary reviews [2][3] - The strategic committee meetings require the presence of at least two-thirds of its members to be valid, and decisions must be approved by a majority [3][4] Group 3 - The strategic committee can invite external professionals for expert opinions if necessary [4] - Meeting records must be kept, and attendees are required to maintain confidentiality regarding the discussed matters [4] - The implementation details of these guidelines will take effect upon approval by the board of directors [4]
科思科技: 董事会战略委员会实施细则
Zheng Quan Zhi Xing· 2025-07-01 16:41
Group 1 - The company establishes a Strategic Committee under the Board of Directors to enhance core competitiveness and improve decision-making processes [1][2] - The Strategic Committee is responsible for researching and proposing suggestions on long-term development strategies and major investment decisions [2][8] - The committee consists of three directors, including at least one independent director, and is chaired by the company's chairman [1][3] Group 2 - The main responsibilities of the Strategic Committee include researching long-term strategic planning, major investment financing proposals, and other significant matters affecting the company [2][8] - The Investment Review Team, led by the General Manager, prepares preliminary work for the Strategic Committee's decisions [2][10] - The Strategic Committee meetings require a two-thirds attendance of members and decisions must be approved by a majority [3][12]
中盐化工: 中盐内蒙古化工股份有限公司董事会战略与ESG委员会实施细则(2025年6月修订)
Zheng Quan Zhi Xing· 2025-06-26 16:17
Core Points - The company has established a Board Strategic and ESG Committee to enhance decision-making processes and improve the quality of major investment decisions, while promoting sustainable development and strengthening core competitiveness [1][2] - The committee is composed of seven directors, including at least one independent director, and is responsible for formulating long-term development strategies and major investment project reports [1][2] Group 1: Committee Structure - The committee members are nominated by the chairman and elected by more than half of the board members [2] - The committee's term aligns with that of the board, and if a member ceases to be a director, they automatically lose their committee position [2] - The committee includes an Investment Review Group led by the general manager and an ESG Working Group led by the board secretary [2][4] Group 2: Responsibilities and Authority - The committee's main responsibilities include researching and proposing long-term development strategies, major investment decisions, and ESG governance matters [3][8] - It is tasked with identifying sustainable development risks and opportunities, conducting research and risk assessments related to ESG, and supervising the implementation of ESG policies [3][8] - The committee is also responsible for reviewing and submitting ESG-related reports to the board [3][8] Group 3: Decision-Making Procedures - The Investment Review Group prepares preliminary work for strategic decisions, including reviewing major investment proposals and issuing opinions [4][5] - The ESG Working Group compiles ESG management systems and annual reports, submitting formal proposals to the committee [5] - The committee holds meetings to discuss proposals from both groups and provides feedback [5][6] Group 4: Meeting Rules - The committee is required to meet at least twice a year, with meetings convened by the chairperson or an independent director in their absence [7][8] - A quorum requires the presence of at least two-thirds of the members, and decisions must be approved by a majority [7][8] - Meeting records are maintained, and all attendees are bound by confidentiality regarding the discussed matters [8][9] Group 5: Implementation and Amendments - The implementation details of the committee are subject to national laws and regulations, and any conflicts with future laws will be resolved accordingly [10] - The committee's rules were first established in April 2024 and revised in June 2025 [10]
城投控股: 上海城投控股股份有限公司董事会战略与ESG委员会工作细则
Zheng Quan Zhi Xing· 2025-06-20 13:14
上海城投控股股份有限公司 第三条 战略与 ESG 委员会由七名董事组成,其中至少 包括一名独立董事。 第四条 战略与 ESG 委员会委员由董事长、二分之一以 - 1 - 上独立董事或者全体董事的三分之一提名,并由董事会选举 产生。委员在任期内出现不适合任职的情形时,该委员应主 动辞职或由公司董事会予以撤换。 第五条 战略与 ESG 委员会设召集人一名,负责召集和 主持战略与 ESG 委员会工作,由战略与 ESG 委员会会议选 举产生。 第六条 战略与 ESG 委员会委员任期与同届董事会董事 任期一致。委员任期届满,可以连选连任。期间如有委员不 再担任公司董事职务,自动失去委员资格,并由董事会根据 上述第三条至第五条的规定补足委员人数。 董事会战略与 ESG 委员会工作细则 第一章 总 则 第一条 为适应上海城投控股股份有限公司(以下称"公 司")战略发展需要,增强公司核心竞争力,确定公司发展 规划,健全投资决策程序,加强决策科学性,提高重大投资 决策的效益和决策的质量,提升公司环境、社会和治理(ESG) 管理水平,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》及其他有关规定,公司设立 ...