公司治理制度修订
Search documents
广东世荣兆业股份有限公司2025年第一次临时股东大会决议公告
Shang Hai Zheng Quan Bao· 2025-10-31 19:35
Core Points - The company held its first extraordinary general meeting of shareholders in 2025 on October 31, with a total of 97 shareholders and representatives attending, representing 61.2196% of the total shares [3][4] - All resolutions proposed during the meeting were approved without any dissenting votes [2][5] Meeting Details - The meeting was conducted both in-person and via online voting, with specific time slots allocated for online participation [3] - The chairman of the board, Mr. Wang Yusheng, presided over the meeting, which complied with relevant laws and regulations [4] Voting Results - The proposal to amend the company's articles of association received 99.9826% approval, with 76,300 votes against and 10,100 abstentions [5][6] - Other proposals, including amendments to the rules of shareholder meetings and board meetings, also received over 99% approval [7][10] - The proposal to revise various governance systems, including the independent director work system and external guarantee management system, was similarly approved with high support [12][13][15][18] Legal Opinion - The legal representatives confirmed that the meeting was convened and conducted in accordance with applicable laws and regulations, ensuring the legitimacy of the proceedings and voting results [18]
浙江三花智能控制股份有限公司第八届董事会第十一次临时会议决议公告
Shang Hai Zheng Quan Bao· 2025-10-31 19:26
Core Points - The company held its 11th temporary board meeting of the 8th session on October 31, 2025, where several governance proposals were approved [1][27] - The board approved amendments to the Articles of Association and related governance documents to enhance corporate governance and compliance with regulatory requirements [27][28] Group 1: Amendments to Articles of Association - The board approved the revision of the Articles of Association, with a unanimous vote of 10 in favor, 0 against, and 0 abstentions [2] - The name of the "Shareholders' General Meeting Rules" was changed to "Shareholders' Meeting Rules" as part of the amendments [2][27] - The board authorized management to handle necessary business registration changes and document filings related to the amendments [4][28] Group 2: Governance System Revisions - The board approved revisions to several governance systems, including the Independent Non-Executive Director System and the Related Party Transaction Management Measures, with all receiving unanimous support [6][7][8] - A total of 16 governance systems were revised or established, with the first six requiring further approval from the shareholders' meeting [24][29] - The revisions aim to improve governance effectiveness and protect the rights of the company and its shareholders [29] Group 3: Change of Securities Affairs Representative - The board approved the appointment of Wu Meijing and Zhang Yuqing as new securities affairs representatives following the resignation of Lu Yifang due to work adjustments [25][32] - Both new representatives hold the necessary qualifications and have no conflicts of interest with major shareholders or other company executives [33][34]
新华文轩出版传媒股份有限公司 2025年第三季度报告
Shang Hai Zheng Quan Bao· 2025-10-31 08:21
Core Viewpoint - The company has announced its third-quarter financial report for 2025, along with significant governance changes, including the cancellation of the supervisory board and amendments to its articles of association [9][15][36]. Financial Data - The financial report for the third quarter of 2025 has been prepared and approved by the board of directors, indicating that the financial information is accurate and complete [9][33]. - The report is unaudited, and the company has not identified any significant changes in accounting data or financial indicators [3][5]. Governance Changes - The company plans to cancel its supervisory board in compliance with the new Company Law and related regulations, transferring the supervisory responsibilities to the audit committee of the board of directors [12][36]. - Amendments to the company's articles of association and governance rules have been proposed, which will be submitted for approval at the upcoming shareholders' meeting [15][36]. Shareholder Information - The company has proposed a cash dividend of 0.19 yuan per share (including tax) for the first half of 2025, totaling approximately 234.43 million yuan [19][23]. - The dividend distribution plan was approved at the first extraordinary shareholders' meeting held on October 23, 2025 [20][22]. Business Operations - The company is expanding its business scope to include online sales of publications and other related services, which is expected to enhance its operational capabilities [15][16]. - The company’s main business segments include publishing, printing services, and distribution of educational materials, which are crucial for its revenue generation [28].
中文天地出版传媒集团股份有限公司 2025年第三季度报告
Shang Hai Zheng Quan Bao· 2025-10-31 06:54
Core Points - The company has completed the acquisition of 100% equity of Jiangxi Education Media Group Co., Ltd. and 51% equity of Jiangxi Higher Education Press Co., Ltd. from its controlling shareholder, Jiangxi Publishing Media Group Co., Ltd. This transaction is classified as a business combination under common control, necessitating a restatement of financial data for the period from January to September 2024 [4] Financial Data - The third-quarter financial report for 2025 has not been audited [3] - The company guarantees the authenticity, accuracy, and completeness of the quarterly report, with all responsible parties assuming legal liability for the report's content [2][9] Shareholder Information - The total number of ordinary shareholders and the status of the top ten shareholders have been reported, with no changes due to share lending activities [7] Board and Supervisory Committee Decisions - The board of directors approved the third-quarter report for 2025 with unanimous consent from all participating directors [17][20] - The supervisory committee has also approved the third-quarter report, confirming compliance with relevant laws and regulations [9][10] - The supervisory committee has been proposed to be dissolved, with its functions to be transferred to the audit committee of the board of directors [11][19] Governance Changes - The board has approved the revision of the company's articles of association and the dissolution of the supervisory committee, with the current supervisors' positions terminating upon shareholder approval [19][21] - Several governance documents have been revised, including the rules for shareholder meetings and board meetings, with new management systems for directors and senior management being established [21][26][27]
合肥新汇成微电子股份有限公司 2025年第三季度报告
Shang Hai Zheng Quan Bao· 2025-10-31 06:20
Core Viewpoint - The company announced significant changes in its governance structure, including the cancellation of the supervisory board, changes in registered capital, and amendments to its articles of association and governance systems [9][11][14]. Group 1: Governance Changes - The company will no longer have a supervisory board, with the audit committee of the board taking over its responsibilities [9][10]. - The supervisory board's rules have been abolished, and related provisions in the company's regulations are no longer applicable [9]. - The company will continue to comply with legal requirements until the cancellation of the supervisory board is approved by the shareholders [10]. Group 2: Capital Changes - On July 23, 2025, the company completed the registration of new shares related to its stock incentive plan, increasing its registered capital by 2,234,000.00 yuan [11]. - The total registered capital increased from 837,981,982.00 yuan to 857,962,158.00 yuan following the conversion of bonds into shares [12][13]. Group 3: Amendments to Articles of Association - The company plans to amend its articles of association in accordance with relevant laws and regulations, with specific changes detailed in an attached comparison table [14]. - The amendments will not change other provisions of the articles, and the revised articles will be disclosed on the Shanghai Stock Exchange [14]. Group 4: Governance System Revisions - The company intends to revise its governance documents, including the rules for shareholder meetings and board meetings, which will require shareholder approval to take effect [15]. - The audit committee's working rules will be renamed and will take effect immediately upon board approval [15].
百川能源股份有限公司2025年第三季度报告
Shang Hai Zheng Quan Bao· 2025-10-31 06:20
Core Points - The company guarantees the authenticity, accuracy, and completeness of the quarterly report, and assumes legal responsibility for any false records or misleading statements [2][8] - The third quarter financial statements have not been audited [3][7] - The board of directors held its third meeting on October 30, 2025, with all seven directors present, and the meeting complied with relevant laws and regulations [9][10] Financial Data - The report period refers to the three months from the beginning to the end of the quarter [3] - The company has not identified any non-recurring gains or losses for the reporting period [4] - The financial statements for the consolidated balance sheet, profit and loss statement, and cash flow statement for the first nine months of 2025 are prepared but not audited [6][7] Governance and Compliance - The board approved the 2025 third quarter report with unanimous support [10] - The company is revising and establishing governance systems, including the management of shares held by directors, supervisors, and senior management, as well as a system for deferring and exempting information disclosure [10]
南侨食品集团(上海)股份有限公司 2025年第三季度报告
Zheng Quan Ri Bao· 2025-10-31 00:08
Core Points - The company has announced its third quarter financial report for 2025, ensuring the accuracy and completeness of the information disclosed [11][74]. - The company will hold an investor conference on November 11, 2025, to discuss the third quarter results and address investor questions [12][13]. Financial Data - The financial statements for the third quarter of 2025 have not been audited [3]. - The report includes major accounting data and financial indicators, but specific figures are not provided in the documents [3][4]. Corporate Governance - The company’s board of directors and supervisory board have confirmed the authenticity of the quarterly report and are responsible for its content [2][8]. - The independent director committee held a meeting on October 30, 2025, where they approved revisions to the independent director work system and the related party transaction management system, with unanimous support [8][9][36]. Shareholder Meeting - The company will hold its first extraordinary general meeting on December 1, 2025, with both on-site and online voting options available for shareholders [18][19]. - The meeting will discuss various proposals, including the cancellation of the supervisory board and amendments to the company’s articles of association [79][80]. Investor Relations - The company encourages investors to submit questions in advance for the upcoming investor conference, which will be held online [12][14]. - The conference aims to provide a platform for discussing the company’s operational performance and financial metrics for the third quarter [13][14].
武汉明诚文化体育集团股份有限公司 2025年第三季度报告
Shang Hai Zheng Quan Bao· 2025-10-30 22:44
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、准确性和完整性承担法律责任。 重要内容提示: 登录新浪财经APP 搜索【信披】查看更多考评等级 证券代码:600136 证券简称:ST明诚 公司董事会、监事会及董事、监事、高级管理人员保证季度报告内容的真实、准确、完整,不存在虚假 记载、误导性陈述或重大遗漏,并承担个别和连带的法律责任。 □是 √否 一、主要财务数据 (一)主要会计数据和财务指标 单位:元 币种:人民币 ■ 注:"本报告期"指本季度初至本季度末3个月期间,下同。 (二)非经常性损益项目和金额 √适用 □不适用 单位:元 币种:人民币 ■ 公司负责人、主管会计工作负责人及会计机构负责人(会计主管人员)保证季度报告中财务信息的真 实、准确、完整。 第三季度财务报表是否经审计 对公司将《公开发行证券的公司信息披露解释性公告第1号一一非经常性损益》未列举的项目认定为非 经常性损益项目且金额重大的,以及将《公开发行证券的公司信息披露解释性公告第1号一一非经常性 损益》中列举的非经常性损益项目界定为经常性损益的项目,应说明原因。 □适用 √不适用 (三) ...
新华文轩(00811) - 海外监管公告
2025-10-30 10:35
(股份代號:811) 海外監管公告 香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責,對其準確性 或完整性亦不發表任何聲明,並明確表示,概不對因本公告全部或任何部份內容而產生或因倚 賴該等內容而引致的任何損失承擔任何責任。 新華文軒出版傳媒股份有限公司 XINHUA WINSHARE PUBLISHING AND MEDIA CO., LTD. (於中華人民共和國註冊成立之股份有限公司) 本公告乃根據香港聯合交易所有限公司證券上市規則第13.10B條而作出。 茲載列新華文軒出版傳媒股份有限公司在上海證券交易所網站( www.sse.com.cn ) 發佈的《新華文軒出版傳媒股份有限公司2025年第三季度報告》《新華文軒出版傳 媒股份有限公司第五屆董事會2025年第六次會議決議公告》《新華文軒出版傳媒 股份有限公司第五屆監事會2025年第四次會議決議公告》《新華文軒出版傳媒股份 有限公司關於變更經營範圍、取消監事會、修訂《公司章程》及部分治理制度的公 告》《新華文軒出版傳媒股份有限公司2025年半年度權益分派實施公告》,僅供參 閱。 承董事會命 新華文軒出版傳媒股份有限公司 董事長 周青 ...
珠海博杰电子股份有限公司 2025年第三季度报告
Zheng Quan Ri Bao· 2025-10-29 23:36
Core Points - The company has revised its articles of association and governance systems to enhance corporate governance and comply with new legal requirements [7][10][49] - The registered capital of the company will increase from RMB 138.935656 million to RMB 160.302593 million due to the conversion of convertible bonds and the granting of restricted stock [7][8] - The board of directors will expand from 7 to 8 members, including the addition of a worker representative director [8][49] - The supervisory board will be abolished, and its responsibilities will be transferred to the audit committee of the board of directors [8][49] - The company plans to revise 21 internal governance documents, create 4 new ones, and abolish 2 existing ones to improve internal management [10][53] Financial Data - The third-quarter financial report has been prepared and reviewed, confirming that it accurately reflects the company's actual situation without any false records or omissions [43][87] - The financial report for the third quarter of 2025 has not been audited [6] Shareholder Information - The fourth extraordinary general meeting of shareholders is scheduled for November 17, 2025, with both on-site and online voting options available [12][14][89] - The meeting will address various proposals, including the approval of the revised articles of association and the third-quarter financial report [20][89] Meeting Procedures - Shareholders must register to attend the meeting either on-site or via email, with specific registration times outlined [22][23] - Voting will be conducted through a combination of on-site and online methods, with detailed procedures provided for shareholders [30][32]