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横河精密注册资本增至2.68亿元 取消监事会改由审计委员会履职 多项章程条款迎修订
Xin Lang Cai Jing· 2025-10-28 13:59
Core Points - The company, Ningbo Yokogawa Precision Industrial Co., Ltd., announced significant changes to its corporate structure, including an increase in registered capital and amendments to its articles of association to comply with the new Company Law [1][3] Group 1: Capital Changes - The registered capital has been increased to 268.100662 million yuan (approximately 2.68 billion yuan) due to three main capital changes: the maturity of "Yokogawa Convertible Bonds" in July 2024, the completion of the first vesting period for the 2024 restricted stock incentive plan in June 2025, and the issuance of 45.300462 million shares to specific investors in July 2025 [2][3] Group 2: Amendments to Articles of Association - Key amendments to the articles of association include the cancellation of the supervisory board and the transfer of its responsibilities to the audit committee of the board of directors, aligning with the new Company Law [4][5] - The legal representative clause has been updated to state that the director executing company affairs will be the legal representative, with the chairman serving in that capacity [3][4] Group 3: Internal Governance Revisions - The internal governance system has undergone systematic updates, affecting 11 regulations, including the rules for shareholder meetings and board meetings, which will require approval from the shareholders' meeting [6][7] - The rules for shareholder meetings have been revised to allow shareholders holding 1% or more of the company's shares to propose temporary motions, down from the previous threshold of 3% [5][6] Group 4: Future Arrangements - The proposed amendments to the articles of association and the registered capital increase will require special resolutions from the shareholders' meeting for approval [7][8] - The board of directors has requested authorization from the shareholders' meeting to handle the necessary business registration changes and amendments to the articles of association following approval [7]