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天正电气: 第九届董事会第二十次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:47
Group 1 - The board of directors of Zhejiang Tianzheng Electric Co., Ltd. held its 20th meeting of the 9th session on August 28, 2025, with all 9 directors present, ensuring compliance with relevant laws and regulations [1] - The board approved the 2025 semi-annual report and the special report on the use of raised funds, with unanimous support from all directors [1] - The board's resolutions regarding the reappointment of the accounting firm for 2025 and changes to the company's governance structure will be submitted for shareholder approval [2][4] Group 2 - The company has revised 22 existing governance systems and added 3 new ones in accordance with updated legal and regulatory requirements [2] - The full text of the revised governance systems will be published on the Shanghai Stock Exchange website [4] - The company announced the convening of the first extraordinary general meeting of 2025, with all resolutions receiving unanimous approval from the board [4]
宇瞳光学: 关于修订《公司章程》及修订、制定公司治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 17:35
Core Viewpoint - Dongguan Yutong Optical Technology Co., Ltd. has revised its articles of association and governance system to comply with the latest laws and regulations, aiming to enhance corporate governance and operational mechanisms [1][2][3]. Summary by Sections Revision of Articles of Association - The company has amended its articles to align with the requirements of the Company Law, the Guidelines for Articles of Association of Listed Companies, and other relevant regulations [1]. - The chairman of the board is designated as the legal representative of the company, with provisions for appointing a new legal representative within 30 days if the chairman resigns [2]. - New provisions state that the company will bear civil liability for damages caused by the legal representative while performing duties, with the right to seek compensation from the representative if at fault [3]. Shareholder Rights and Responsibilities - Shareholders have the right to sue directors, supervisors, and senior management, as well as the company itself, for breaches of duty [4]. - The articles specify that shareholders can request to convene meetings and exercise voting rights, as well as access company documents and financial reports [9][10]. Capital Increase and Share Repurchase - The company can increase capital through various methods, including public and private placements, and can repurchase shares under specific conditions [5][6]. - The total financial assistance provided to shareholders for purchasing shares is capped at 10% of the total issued shares [5]. Governance and Compliance - The company must ensure compliance with laws and regulations regarding shareholder meetings, including the requirement for legal opinions on meeting procedures and outcomes [19][20]. - The board of directors is responsible for maintaining the company's financial security and must not engage in actions that could harm shareholder interests [14][15].
晶合集成: 晶合集成第二届董事会第二十五次会议决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:25
证券代码:688249 证券简称:晶合集成 公告编号:2025-055 合肥晶合集成电路股份有限公司 第二届董事会第二十五次会议决议公告 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、准确性和完整性依法承担法律责任。 一、董事会会议召开情况 合肥晶合集成电路股份有限公司(以下简称"公司")第二届董事会第二十 五次会议于 2025 年 8 月 28 日以现场和通讯相结合的方式在公司会议室召开,会 议通知于 2025 年 8 月 22 日以电子邮件方式送达全体董事。本次会议由董事长蔡 国智召集并主持,应参加本次董事会会议的董事 9 名,实际参加本次董事会会议 的董事 9 名,全体监事列席会议。 本次会议的召集和召开符合《中华人民共和国公司法》《中华人民共和国证 券法》《上海证券交易所科创板股票上市规则》等有关法律、行政法规、部门规 章、规范性文件和《合肥晶合集成电路股份有限公司章程》 (以下简称"《公司章 程》")的有关规定,会议决议合法、有效。 二、董事会会议审议情况 审议通过《关于取消公司监事会、变更经营范围并修订 <公司章程> 的议案》 同意取消公司监 ...
鸿博股份: 半年报董事会决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:25
Core Points - The company held its 36th meeting of the 6th Board of Directors in 2025, where several key resolutions were passed unanimously [1][2][3] Financial Reporting - The board approved the 2025 semi-annual report and its summary, confirming compliance with relevant regulations and accuracy of the information presented [1][2] - A special report on the storage and use of raised funds for the first half of 2025 was also approved, indicating no violations in the use of these funds [2] Governance and Structural Changes - The board approved amendments to the company's articles of association to align with recent legal updates and improve operational efficiency [2][3] - The board proposed to increase its membership from six to seven by adding an independent director, ensuring that independent directors will constitute at least one-third of the board [5][6] - The board also approved the nomination of candidates for both independent and non-independent director positions for the upcoming 7th Board of Directors [6][7] Upcoming Meetings - The company scheduled its third extraordinary general meeting for 2025 on September 15 to review the resolutions passed in the recent board meeting [8]
三丰智能: 董事会决议公告
Zheng Quan Zhi Xing· 2025-08-29 17:24
Meeting Details - The fifth meeting of the board of directors of Sanfeng Intelligent Equipment Group Co., Ltd. was held on August 28, 2025, with all 9 directors present [1] - The meeting was convened in accordance with the Company Law of the People's Republic of China and relevant regulations [1] Resolutions Passed - The board approved the 2025 semi-annual report and its summary, confirming that the report is true, accurate, and complete without any false records or misleading statements [2][3] - The board approved a proposal to change the registered address from "398 Jinshan Avenue, Huangshi Economic and Technological Development Zone" to "98 Pengcheng Avenue, Jinyang Street, Daye City, Huangshi, Hubei Province" [2][3] - The board decided to amend the company’s articles of association, eliminating the supervisory board and transferring its powers to the audit committee of the board [2][3] - The board approved amendments to certain governance systems to align with the latest legal requirements and improve corporate governance [3][4] - The board proposed to hold the first extraordinary general meeting of 2025 on September 16, 2025 [4][5] Voting Results - All resolutions were passed with unanimous support, receiving 9 votes in favor, 0 against, and 0 abstentions [2][3][4]
莲花控股: 莲花控股股份有限公司关于取消监事会、变更注册资本、修订《公司章程》及相关制度并办理工商变更登记的公告
Zheng Quan Zhi Xing· 2025-08-29 17:24
Core Viewpoint - Lianhua Holdings Co., Ltd. has announced the cancellation of its supervisory board, changes to its registered capital, and amendments to its articles of association, which will require approval from the shareholders' meeting [1][4]. Group 1: Cancellation of Supervisory Board - The company will abolish the supervisory board in accordance with relevant laws and regulations, with some of its powers being transferred to the audit committee of the board of directors [1][2]. - Current supervisors will be relieved of their duties upon the approval of this proposal by the shareholders' meeting, while the supervisory board will continue to perform its functions until then [2]. Group 2: Changes to Registered Capital - The company has approved the issuance of 1,321,000 restricted shares as part of its stock option and restricted stock incentive plan, increasing the total number of shares from 1,793,251,141 to 1,794,572,141 [2][3]. - Following the repurchase and cancellation of 570,000 restricted shares, the total number of shares will be adjusted to 1,794,002,141 [3]. Group 3: Amendments to Articles of Association - The company will revise its articles of association to comply with the latest legal requirements and to meet its operational needs [3][5]. - Specific amendments include changes to governance structures and internal regulations, which have been approved by the board and will be submitted for shareholder approval [5][6]. Group 4: Governance System Revisions - The company has revised several internal governance documents, including the rules for shareholders' meetings and board meetings, which will take effect upon approval by the shareholders' meeting [5][6]. - The revisions aim to enhance corporate governance and ensure compliance with applicable laws and regulations [5].
振江股份: 振江股份关于取消监事会并修订《公司章程》及制定、修订部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 17:12
Core Viewpoint - Jiangsu Zhenjiang New Energy Equipment Co., Ltd. plans to abolish its supervisory board and amend its articles of association to enhance corporate governance and comply with updated legal regulations [1][2]. Summary by Sections Abolishment of Supervisory Board - The company intends to eliminate the supervisory board and its related rules, transferring the supervisory functions to the audit committee of the board of directors, in accordance with the latest revisions of the Company Law and other regulatory requirements [1][2]. Amendments to Articles of Association - The company will revise its articles of association and related rules, including the deletion of terms related to the supervisory board and the introduction of terms for the audit committee [2][3]. - Specific changes include replacing references to "supervisors" and "supervisory board meetings" with "audit committee members" and "audit committee meetings" [2][3]. - The amendments will also adjust the terminology from "shareholders' meeting" to "shareholders' assembly" and will not list every individual change due to the extensive nature of the revisions [2][3]. Governance Structure - The revised articles will continue to ensure the protection of the legal rights of shareholders and creditors, and will serve as a binding document for the company, shareholders, directors, and senior management [3][4]. - The company emphasizes the importance of maintaining a clear governance structure to uphold the rights and obligations among shareholders and the company [3][4]. Legal Compliance - The amendments are designed to align with the latest legal frameworks, including the Shanghai Stock Exchange's self-regulatory guidelines, ensuring that the company operates within the legal boundaries set forth by regulatory authorities [2][3].
中科曙光: 中科曙光关于取消监事会、修订《公司章程》及制定和修订部分治理制度的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - The company has decided to abolish the supervisory board and amend its articles of association and governance systems, transferring the supervisory functions to the audit committee of the board of directors [1][2]. Group 1: Reasons for Abolishing the Supervisory Board - The decision to abolish the supervisory board is based on relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange listing rules, as well as the company's actual circumstances [1][2]. - The audit committee of the board will assume the legal responsibilities previously held by the supervisory board, and related rules will be abolished accordingly [1][2]. Group 2: Amendments to the Articles of Association - The amendments to the articles of association include defining the responsibilities and obligations of controlling shareholders and actual controllers, adjusting the powers of the shareholders' meeting, and optimizing the procedures for convening and voting at the shareholders' meeting [2]. - The board of directors will establish an audit committee to exercise the statutory powers of the supervisory board, with specific responsibilities and composition outlined [2]. - New provisions regarding independent directors, including their roles, independence, and responsibilities, have been added to enhance governance [2]. Group 3: Governance System Revisions - The company plans to formulate and revise several governance systems to improve its governance structure and internal controls, in line with the latest legal and regulatory requirements [2]. - Specific governance documents, such as the Strategic and Sustainable Development Committee Work Rules and the Management System for Departing Directors and Senior Management, will be submitted for shareholder approval [2].
江西铜业: 江西铜业股份有限公司关于修订《公司章程》及部分治理制度并取消监事会的公告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - Jiangxi Copper Co., Ltd. has revised its Articles of Association and governance systems, including the abolition of the Supervisory Board, in response to regulatory changes from the China Securities Regulatory Commission and the Hong Kong Stock Exchange [1][2][3] Group 1: Background of Revisions - The abolition of the requirement for different categories of shareholders for A-shares and H-shares led to the decision to revise the Articles of Association [1][2] - The new Company Law requires listed companies to establish an audit committee within the board of directors to exercise the powers previously held by the Supervisory Board [2] Group 2: Main Contents of Revisions - The term "Shareholders' Meeting" has been changed to "Shareholders' Assembly" [2] - The Supervisory Board and its members have been abolished, with the audit committee of the board taking over its responsibilities [2][3] - The distinction between A-shares and H-shares as different categories of shares has been removed [2] - The business scope has been expanded to include "production and operation of hazardous chemicals" [2] - Other governance documents, including the Shareholders' Meeting Rules and the Board of Directors' Meeting Rules, are also being revised [3][5]
国联股份: 2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to ensure the rights of all shareholders and maintain order during the meeting [1][4] - The meeting will discuss several key proposals, including a credit facility and guarantee matters, the cancellation of the supervisory board, and amendments to the company's articles of association [4][6][7] Meeting Details - The meeting is scheduled for September 16, 2025, at 14:30, with a physical location in Beijing and online voting available [4][5] - Shareholders must sign in and present valid identification and documentation to participate [2][3] Proposals to be Discussed - Proposal 1: The company plans to apply for a total credit facility of up to 1.3 billion RMB from banks and financial institutions, with guarantees not exceeding the same amount [4][6] - Proposal 2: The company proposes to cancel the supervisory board, transferring its responsibilities to the audit committee of the board of directors [7][8] - Proposal 3: The company intends to amend and establish certain governance systems in accordance with regulatory requirements [8][9]