公司章程修订

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杭齿前进: 《公司章程》(2025年9月修订)
Zheng Quan Zhi Xing· 2025-09-05 11:24
Core Points - The articles outline the regulations and governance structure of Hangzhou Advance Gearbox Group Co., Ltd. [3][4] - The company aims to protect the rights of shareholders, employees, and creditors while adhering to relevant laws and regulations [3][4] - The company was established as a joint-stock company and is registered with a capital of RMB 407.975 million [4][5] Chapter Summaries Chapter 1: General Provisions - The company is established according to the Company Law and other relevant regulations [3] - The company was approved to issue shares to the public in 2010, with a total of 101 million shares issued [4] Chapter 2: Business Objectives and Scope - The company's business objectives include producing quality products, contributing to society, caring for employees, and rewarding shareholders [6] - The business scope includes manufacturing gearboxes, transmission devices, and related components, as well as providing technical services [6] Chapter 3: Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1 per share [7] - The total number of shares issued is 407.975 million, all of which are ordinary shares [7][8] Chapter 4: Shareholders and Shareholder Meetings - Shareholders have rights to dividends, voting, and supervision of company operations [12][13] - The company must hold annual and extraordinary shareholder meetings, with specific procedures for proposals and notifications [23][24] Chapter 5: Board of Directors - The board of directors is responsible for the company's management and decision-making [5][6] - Independent directors and specialized committees are established to enhance governance [5][6] Chapter 6: Senior Management - Senior management includes the general manager, deputy general managers, and other key positions [5] Chapter 8: Financial Accounting System, Profit Distribution, and Audit - The company must adhere to a financial accounting system and conduct internal audits [8] Chapter 10: Mergers, Divisions, Capital Increases, Reductions, Dissolution, and Liquidation - The company can increase or reduce capital based on shareholder resolutions and legal requirements [8] Chapter 11: Amendment of Articles - The articles can be amended following the procedures outlined in the document [8] Chapter 12: Supplementary Provisions - The articles serve as a binding document for the company, shareholders, directors, and senior management [5][6]
*ST中地: 第十届监事会第七次会议决议公告
Zheng Quan Zhi Xing· 2025-09-05 11:12
证券代码:000736 证券简称:*ST 中地 公告编号:2025-101 中交地产股份有限公司第十届监事会 第七次会议决议公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整,没有虚假记载、误导 性陈述或重大遗漏。 一、以 3 票同意,0 票反对,0 票弃权的审议结果通过《关于修 订 <公司章程> 的议案》。 为落实《中华人民共和国公司法》《上市公司章程指引》《上市 公司股东会规则》等法律法规及规范性文件的要求,公司将不再设置 监事会,监事会的职权由董事会审计与风险委员会行使,《监事会议 事规则》等监事会相关制度相应废止。 在公司股东会审议通过修订《公司章程》事项前,公司第十届监 事会将继续按照法律法规的有关规定履行其监督职能,维护公司及全 体股东的权益。 特此公告。 中交地产股份有限公司监事会 中交地产股份有限公司(以下简称"公司")于 2025 年 9 月 1 日,以书面方式发出了召开第十届监事会第七次会议的通知,2025 年 9 月 5 日,公司第十届监事会第七次会议在公司会议室召开,会议 应到监事 3 人,实到监事 3 人,公司监事均亲自出席本次会议。会议 符合《公司法》和公司《章程》的有 ...
山煤国际: 山煤国际2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss important amendments to its governance structure and rules [1][3] - The proposed amendments include the revision of the company's articles of association and the cancellation of the supervisory board, transferring its responsibilities to the audit committee of the board of directors [1][4] - The meeting is scheduled for September 16, 2025, and will be conducted both in-person and online, allowing shareholders to participate through proxy voting if they cannot attend [3][4] Summary of Proposals - Proposal 1: Revision of the company's articles of association and cancellation of the supervisory board, in compliance with the new Company Law and relevant regulations [1][4] - Proposal 2: Revision of seven internal governance documents, including the rules for shareholder meetings and board meetings, to align with updated regulatory requirements [2][4]
华丰股份: 华丰动力股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
Group 1 - The company will hold its first extraordinary general meeting of shareholders in 2025 on September 16, 2025, at 14:00, with both on-site and online voting options available [1][2][3] - Shareholders have the right to speak, consult, and vote during the meeting, with specific procedures for raising questions and casting votes outlined [2][3] - The meeting will be witnessed by a lawyer from Shanghai Jintiancheng Law Firm, who will provide a legal opinion [2][3] Group 2 - The company proposes a profit distribution plan for the first half of 2025, intending to distribute a cash dividend of RMB 0.10 per share, totaling RMB 17,113,200, which represents 130.12% of the net profit attributable to shareholders [3][4] - The company plans to cancel its supervisory board and amend its articles of association in accordance with the latest revisions of the Company Law, with the audit committee of the board taking over the supervisory responsibilities [4][5] - The company will also amend its articles of association to reflect changes in share capital and governance structure, including the deletion of the supervisory board section [5][6] Group 3 - The company will revise its shareholder meeting rules to align with new legal requirements and improve governance efficiency [6][7] - The company will also amend its board meeting rules to enhance decision-making processes and comply with updated regulations [7][8] - Additional amendments will be made to various governance documents, including the independent director work system and external guarantee management system, to ensure compliance with the latest laws [8][9][10][11][12][13][14][15]
富创精密: 2025年第三次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 09:17
为维护投资者的合法权益,确保股东大会的正常秩序和议事效率,根据《中 华人民共和国公司法》(以下简称"《公司法》")、《沈阳富创精密设备股份有限 公司章程》(以下简称"《公司章程》")的有关规定,沈阳富创精密设备股份 证券代码:688409 证券简称:富创精密 沈阳富创精密设备股份有限公司 沈阳富创精密设备股份有限公司 2025 年第三次临时股东大会会议资料 沈阳富创精密设备股份有限公司 2025 年第三次临时股东大会会议资料 目 录 议案一:《关于取消监事会、修订 <公司章程> 及部分公司治理制度并办理工商 沈阳富创精密设备股份有限公司 2025 年第三次临时股东大会会议资料 沈阳富创精密设备股份有限公司 有限公司(以下简称"公司")特制定本次股东大会现场会议须知: 出席本次股东大会的相关人员准时签到参会,参会资格未得到确认的人员不得进 入会场。 义务和遵守有关规定,对于扰乱股东大会秩序和侵犯其它股东合法权益的,将报 告有关部门处理。 大会主持人许可后,方可发言或提出问题,股东要求发言时不得打断会议报告人 的报告或其它股东的发言,不得提出与本次股东大会议案无关的问题。 报告,之后股东对各项议案进行审议讨论,股 ...
英利汽车: 长春英利汽车工业股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:10
Core Viewpoint - The company is preparing for its first extraordinary general meeting of shareholders in 2025, focusing on maintaining order and efficiency during the meeting while ensuring the rights of all shareholders are protected [1][2][3]. Meeting Regulations - Only shareholders, company directors, supervisors, senior management, invited lawyers, and designated personnel are allowed to attend the meeting, while others may be refused entry [1]. - Shareholders must register 30 minutes before the meeting and present necessary identification to receive meeting materials [1]. - Shareholders have the right to speak, inquire, and vote, but must register to speak and limit their comments to three minutes per turn [2][3]. - The total speaking time for shareholders is capped at 30 minutes, and the order of speaking is determined by the number of shares held [2]. - The meeting will utilize a named voting method, where each share carries one vote, and improperly filled ballots will be considered abstentions [3]. Meeting Logistics - The meeting is scheduled for September 15, 2025, at 14:00, with online voting available from 9:15 to 15:00 on the same day [4][5]. - The venue for the meeting is the company's conference room located at 2379 Zhuoyue Street, High-tech Zone, Changchun [5]. - The meeting will be witnessed by lawyers from Beijing Yingke (Changchun) Law Firm, who will provide a legal opinion [3]. Agenda Items - The company plans to revise its Articles of Association and abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [6][7]. - The company will also propose amendments, additions, and repeals of certain internal management systems in accordance with the new Company Law effective from July 1, 2024 [8]. Voting Procedures - The voting process will combine both on-site and online methods, with results announced after the meeting [3][4]. - The company will not provide gifts or cover accommodation costs for shareholders attending the meeting, ensuring equal treatment for all [4]. Compliance and Governance - The company emphasizes the importance of compliance with relevant laws and regulations, ensuring that all meeting procedures align with the Company Law and its Articles of Association [18][19]. - The company has established a mechanism to prevent the misuse of funds by controlling shareholders and related parties, ensuring financial independence and integrity [22][24].
美湖股份: 2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:09
Core Points - The company is holding its second extraordinary general meeting of shareholders on September 15, 2025, at 14:30 [1] - The agenda includes the proposal to abolish the supervisory board and amend the company's articles of association [2][4] - The supervisory board's functions will be transferred to the audit committee of the board of directors [4][5] - The amendments to the articles of association will include new provisions regarding the responsibilities of controlling shareholders and actual controllers [5][6] Meeting Procedures - The meeting will be presided over by the chairman, Xu Zhongqiu, and will include a report on the number of attending shareholders and their shareholdings [2][3] - Shareholders must register to attend and may only raise questions related to the agenda items [2][3] - Voting will take place during the meeting, and results will be announced by the chairman [3][4] Amendments to Governance - The company plans to revise several governance documents, including the rules for shareholder meetings and board meetings, to align with the latest regulations [6] - The revisions aim to enhance internal governance mechanisms and ensure compliance with updated legal requirements [6]
电子城: 电子城 2025年第四次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:08
Group 1 - The company proposes to continue the appointment of Tianzhi International Accounting Firm as the auditor for the 2025 financial statements and internal control audit, following a satisfactory service period in 2024 [1] - The proposal has been approved by the company's 12th Board of Directors at the 48th meeting and will be submitted for shareholder meeting approval [1] Group 2 - The company plans to abolish the supervisory board and amend its Articles of Association to comply with the latest laws and regulations, allowing the Audit Committee to assume the supervisory functions [2] - This proposal has also been approved by the company's Board of Directors and will be submitted as a special resolution for shareholder meeting approval [2] Group 3 - The company is revising the rules for shareholder meetings and board meetings to align with current legal requirements and improve operational efficiency [4] - Specific amendments include clarifications on the procedures for convening meetings, voting rights, and the roles of independent directors and the Audit Committee [4][5]
四方新材: 重庆四方新材股份有限公司2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-05 08:08
Group 1 - The company is holding a shareholders' meeting to ensure the rights of all shareholders and maintain order and efficiency during the meeting [1][2] - Attendance verification will be conducted for shareholders and their representatives, and latecomers will not be allowed to participate in voting [2][3] - The meeting will include a combination of on-site and online voting methods, with specific voting times outlined [5][6] Group 2 - The agenda includes the proposal to cancel the supervisory board and amend the company's articles of association, transferring the supervisory responsibilities to the audit committee of the board [6][8] - The company plans to elect a new board of directors, with specific candidates nominated for non-independent and independent director positions [9][12] - The meeting will conclude with the announcement of voting results and the signing of meeting records [7][8]
深圳市特发服务股份有限公司 2025年第三次临时股东会决议公告
Zhong Guo Zheng Quan Bao - Zhong Zheng Wang· 2025-09-05 04:59
Core Viewpoint - The company held its third extraordinary general meeting of shareholders on September 4, 2025, to discuss and vote on several important resolutions related to corporate governance and internal regulations [3][4][20]. Meeting Details - The meeting was held both in-person and via online voting, with the in-person session taking place at the company's conference room in Shenzhen [4]. - A total of 93 shareholders and their representatives attended the meeting, representing 110,361,933 shares, which is 65.3029% of the total voting shares [5]. - The online voting was conducted from 9:15 AM to 3:00 PM on the same day [3]. Voting Results - The proposal to amend the company's articles of association was passed with 105,265,445 votes in favor, accounting for 95.3820% of the votes cast [8]. - The resolution to revise the company's shareholder meeting rules received 110,317,788 votes in favor, representing 99.9600% of the votes [9]. - The proposal to amend the board meeting rules was approved with 105,257,645 votes in favor, which is 95.3750% of the votes [10]. - Other governance-related proposals, including revisions to the cumulative voting system and independent director system, also received overwhelming support, with approval rates exceeding 99% [11][13][14]. Legal Compliance - The meeting was conducted in accordance with relevant laws and regulations, as confirmed by the witnessing lawyers from Beijing Tianyuan (Shenzhen) Law Firm [19].