独立董事选举

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格力金投出手!两注册会计师,“争抢”ST长园一个独董席位
Cai Jing Wang· 2025-08-12 03:41
来源:证券时报网 作者:曾剑 简历显示,郑丽惠出生于1973年12月,系正高级会计师、注册会计师、注册评估师、注册税务师。其现 任大华会计师事务所福建分所负责人、执行合伙人。 格力金投表示,郑丽惠拥有丰富的独董履职经验,她先后任职鲁阳节能、世荣兆业、华金资本、国脉科 技、海峡环保、三木集团等上市公司独董。其具备担任ST长园独董的任职条件和履职能力。 ST长园(600525)的一个独董席位受到了两方势力的争抢。 据ST长园11日晚间披露,公司股东珠海格力金融投资管理有限公司(下称"格力金投")提请在2025年 第四次临时股东大会上增加临时提案。格力金投此番提议选举郑丽惠为ST长园第九届董事会独董。 证券时报·e公司记者注意到,目前ST长园董事会仅空缺一个独董席位,且公司董事会此前已经推举了候 选人关天鹉。这意味着两名候选人必须竞争上岗。 上市公司在公告中表示,议案1《关于补选独立董事的议案》(关天鹉)与议案2《关于选举郑丽惠为第 九届董事会独立董事的议案》为互斥议案,股东或其代理人不得对两项议案同时投同意票。 两注会将竞争上任独董 7月30日,ST长园披露,公司独董丘运良提交书面辞职报告,因个人原因,丘运良申请 ...
亚星化学: 潍坊亚星化学股份有限公司2025年第三次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-07-08 16:08
Core Viewpoint - The company is seeking shareholder approval for a proposal regarding its subsidiary, Weifang Yaxing New Materials Co., Ltd., to apply for a project loan of 490 million RMB from a banking consortium and to provide a guarantee for this loan [1][5][6] Group 1: Meeting Details - The third extraordinary general meeting of shareholders is scheduled for July 14, 2025, at 14:00, with a registration date of July 7, 2025 [1] - The meeting will be held at the company's conference room in Weifang, Shandong Province, and will include both on-site and online voting [1][2] Group 2: Loan and Guarantee Proposal - The subsidiary plans to apply for a total loan of 490 million RMB, with contributions from Qingdao Bank (250 million RMB), Rizhao Bank (150 million RMB), and Weihai Bank (90 million RMB), with a maximum term of 5 years and an annual interest rate not exceeding 5% [1][5] - The company will provide a credit guarantee for the loan, with the guarantee amount not exceeding 490 million RMB, and no counter-guarantee measures will be taken [1][5][6] Group 3: Subsidiary Financial Overview - Weifang Yaxing New Materials Co., Ltd. has total assets of approximately 1.89 billion RMB and total liabilities of approximately 1.42 billion RMB, resulting in a net asset value of approximately 474 million RMB [4] - The subsidiary reported an operating income of approximately 97.64 million RMB and a net loss of approximately 20.56 million RMB for the most recent period [4] Group 4: Necessity and Reasonableness of Guarantee - The guarantee is deemed necessary to ensure the smooth operation of the subsidiary and the successful launch of new projects, such as PVDC [5][6] - The company maintains control over the subsidiary's operations and finances, which justifies the provision of the guarantee without proportional support from other shareholders [5][6] Group 5: Independent Director Election - The company is proposing the election of a new independent director, Qi Zhiwen, following the resignation of the previous independent director due to personal reasons [6][7] - The election will utilize a cumulative voting system, and the new director will also take on multiple committee roles within the board [7]
*ST春天: 青海春天2025年第一次临时股东会资料
Zheng Quan Zhi Xing· 2025-06-25 16:36
Meeting Information - The first temporary shareholders' meeting of Qinghai Spring Medicine Resources Technology Co., Ltd. will be held on July 3, 2025, at 2:30 PM in Xining, Qinghai Province [1][3] - The meeting will be conducted with both on-site and online voting methods, ensuring that shareholders can participate remotely [3][4] Attendance and Voting Procedures - Shareholders and their authorized representatives must arrive ten minutes before the meeting to complete registration and present necessary documents [2] - Shareholders have the right to speak, consult, and vote during the meeting, with specific procedures for raising questions and casting votes [2][3] Agenda Items - The meeting will review two main proposals: 1. Approval of daily related transactions and the estimated amount for 2025, which is projected at 100 million yuan for product procurement from Yibin Tinghua [5][6] 2. Election of Mr. Wang Fugui as an independent director of the board, following the resignation of Ms. Song Yuqi [8][9] Related Transactions - The company has been under scrutiny for failing to disclose related transactions with Yibin Tinghua, which is now being rectified with the submission of the estimated transaction amount for the year [5][6] - Yibin Tinghua has a registered capital of 14.7 million yuan and reported revenues of 70.06 million yuan and a net profit of 20.18 million yuan as of December 31, 2024, indicating its capability to fulfill contractual obligations [7] Impact and Compliance - The related transactions are deemed necessary for the company's daily operations and will not compromise the company's independence or harm the interests of non-related shareholders [8] - The board has already approved the proposals, and the meeting will ensure compliance with regulatory requirements [6][9]
中安科: 2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-25 16:13
Group 1 - The company will hold a shareholders' meeting on July 9, 2025, with both on-site and online voting options available for shareholders [4][3] - The agenda includes proposals for providing guarantees for financing, amending the company’s articles of association, and electing a new independent director [6][9][7] - The company plans to provide a total of HKD 277 million in financing guarantees for its wholly-owned subsidiaries [4][5] Group 2 - The company proposes to abolish the supervisory board, transferring its responsibilities to the audit committee of the board of directors [6] - The company will revise its internal governance rules, including the rules for shareholders' meetings and board meetings [7] - The independent director candidate, Mr. Xue Wei, has a strong background in finance and accounting, with no current shareholding in the company [9][10]
山东高速: 山东高速股份有限公司2025年第二次临时股东大会会议材料
Zheng Quan Zhi Xing· 2025-06-10 11:15
Core Viewpoint - Shandong Hi-Speed Company plans to hold its second extraordinary general meeting of shareholders in 2025 on June 17, 2025, to discuss key matters including the issuance of corporate bonds and the election of directors [1][5][9]. Meeting Details - The meeting is scheduled for June 17, 2025, at 11:00 AM, located at the company's conference room on the 22nd floor, Jinan, Shandong Province [1]. - Shareholders can attend in person or appoint a proxy to vote on their behalf [1][2]. - Registration for the meeting requires identification and proof of shareholding [1]. Voting Procedures - The meeting will utilize both on-site and online voting methods [1][5]. - A cumulative voting system will be employed for the election of directors and independent directors, allowing shareholders to allocate their votes among candidates [4][5]. Agenda Items - The first agenda item involves a proposal to issue corporate bonds not exceeding RMB 8 billion, with a maturity of up to 25 years [6][9]. - The second agenda item is the election of Yang Jianguo as a director of the sixth board, nominated by a major shareholder [9][10]. - The third agenda item includes the replacement of independent directors, with nominations for Tang Guiyao and Pan Lin [9][12]. Bond Issuance Details - The bond issuance aims to supplement working capital, repay debts, and fund project construction [6][7]. - The bonds will be unsecured and underwritten by a lead underwriter [6][7]. Director Nominations - Yang Jianguo has a background in engineering and has held various leadership roles in related companies [9][10]. - Tang Guiyao and Pan Lin are both qualified candidates for independent director positions, with significant academic and professional credentials [12][13].