累积投票制

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弘元绿能: 累积投票制实施细则(2025年9月)
Zheng Quan Zhi Xing· 2025-09-05 16:34
General Provisions - The implementation rules for the cumulative voting system aim to improve the corporate governance structure of Hongyuan Green Energy Co., Ltd. and protect the interests of minority shareholders [1] - The cumulative voting system allows shareholders to have voting rights equal to the number of shares they hold multiplied by the number of directors to be elected, enabling them to concentrate or distribute their votes [1] Nomination of Directors - The nomination of directors must be within the limits set by the company's articles of association, and the board of directors will propose candidates after approval by the nomination committee [2] - Shareholders holding more than 1% of the company's issued shares have the right to nominate candidates for both independent and non-independent directors [2][3] - Candidates must submit complete personal information and confirm their eligibility to serve as directors [3] Voting Procedures - The voting process for directors will be clearly explained to shareholders, including the method of cumulative voting [4] - Each shareholder's cumulative voting power is calculated by multiplying the number of shares they hold by the number of directors to be elected [4][5] - Votes can only be cast as approval votes, and any excess votes or votes for more candidates than allowed will be considered invalid [5] Confirmation of Election - Directors are elected based on the total votes received, with a requirement that the total votes exceed half of the voting rights held by shareholders present at the meeting [7] - In case of a tie in votes among candidates, a re-election will be held within two months to fill the vacancies [7][8] Miscellaneous - Any matters not covered by these rules will be governed by relevant national laws, regulations, and the company's articles of association [8]
恒基达鑫: 累积投票制实施细则(2025年9月)
Zheng Quan Zhi Xing· 2025-09-05 16:33
Core Points - The implementation details of the cumulative voting system aim to enhance the corporate governance structure of Zhuhai Hengji Daxin International Chemical Storage Co., Ltd. and protect the interests of minority shareholders [1][5] - The cumulative voting system allows shareholders to concentrate their voting rights, with each share having the same number of votes as the number of directors to be elected [1][2] Chapter Summaries Chapter 1: General Provisions - The cumulative voting system is defined as a method where each shareholder's voting rights can be concentrated during the election of directors [1] - The company must indicate the use of the cumulative voting system in the notice for the shareholders' meeting [1] Chapter 2: Election and Voting of Directors - Separate voting methods are established for independent and non-independent directors to ensure compliance with the company's articles of association [2] - The calculation method for cumulative voting rights is based on the number of shares held multiplied by the number of directors to be elected [2] Chapter 3: Election Results - In equal elections, a candidate is elected if they receive more than half of the valid voting shares [3] - In differential elections, candidates must receive more than half of the valid voting shares, and if there are ties, a second round of voting is conducted [3] Chapter 4: Supplementary Provisions - The terms "more than," "less than," and "greater than" do not include the base number, while "including" does [4] - The implementation details will take effect after being approved by the shareholders' meeting and can be revised by the board of directors [5]
华鲁恒升: 华鲁恒升股东会累积投票制实施细则(全文)
Zheng Quan Zhi Xing· 2025-09-05 16:22
Core Points - The article outlines the implementation details of the cumulative voting system for the election of directors at Shandong Hualu Hengsheng Chemical Co., Ltd. [1][2][3] Group 1: Cumulative Voting System - The cumulative voting system allows shareholders to exercise their voting rights based on the total number of shares they hold multiplied by the number of directors to be elected [1][2] - Shareholders can allocate their votes to one or multiple candidates, with the candidates receiving the highest votes being elected [1][2] Group 2: Election Procedures - Independent and non-independent directors are elected separately using the cumulative voting system [1][2] - If only one director is to be elected, the cumulative voting system does not apply [2] - The notice for the shareholders' meeting must indicate that the cumulative voting system will be used when electing more than one director [2] Group 3: Voting Validity and Election Principles - Votes exceeding the total voting rights held by a shareholder will be deemed invalid, while votes less than the total will be considered valid [2] - Directors are elected based on the number of votes received, with a requirement that each elected director must receive more than half of the voting rights held by attending shareholders [2] - In case of a tie in votes, a re-election process will be initiated to ensure the correct number of directors is elected [2] Group 4: Amendments and Effectiveness - Amendments to these rules can be proposed by the board of directors and must be approved by the shareholders' meeting [3] - The rules become effective upon approval by the shareholders' meeting [3]
高铁电气: 高铁电气:2025年第一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 first extraordinary general meeting of shareholders in 2025 to discuss amendments to its articles of association and governance rules [1][6][8] - The meeting will take place on September 16, 2025, at 14:00 in Baoji, Shaanxi Province, and will utilize both on-site and online voting methods [4][5] Group 1: Meeting Procedures - Shareholders or their proxies must arrive 30 minutes before the meeting to register and present identification [2][3] - Only registered shareholders, company directors, supervisors, senior management, and invited lawyers are allowed to attend the meeting [1][2] - The meeting will follow a structured agenda, including the announcement of attendees, reading of meeting rules, and voting on proposed resolutions [5][6] Group 2: Proposed Resolutions - The first resolution involves amending the articles of association to eliminate the supervisory board and related rules, transferring its powers to the audit committee of the board of directors [6][7][8] - The second resolution proposes revisions to the cumulative voting system and other governance documents to enhance corporate governance [8][9] Group 3: Voting Procedures - Voting will be conducted through a combination of on-site and online methods, with specific time slots designated for online voting [4][5] - Shareholders will have the right to express their opinions and vote on each resolution, with clear guidelines on how to cast their votes [3][4][5]
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].
广日股份: 广州广日股份有限公司2025年第二次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-04 16:06
Core Viewpoint - The company is holding a special shareholders' meeting on September 12, 2025, to discuss several key proposals, including the revision of its articles of association and the cancellation of the supervisory board [1][7]. Group 1: Meeting Details - The meeting will take place at 14:00 on September 12, 2025, at the conference room of the Lingnan V Valley - Industrial Control Innovation Building in Guangzhou [4]. - Attendees must register 30 minutes prior to the meeting and present necessary identification documents [1][2]. Group 2: Voting Procedures - The meeting will utilize a combination of on-site and online voting methods, with shareholders registered by the equity registration date eligible to vote [3]. - There are six proposals to be voted on, with specific voting thresholds: proposals requiring a special resolution need approval from over 2/3 of the voting rights, while others require over 1/2 [3]. Group 3: Key Proposals - Proposal Two involves revising the company's articles of association and abolishing the supervisory board, transferring its responsibilities to the audit committee of the board [7][9]. - The company plans to distribute cash dividends of 1.0 yuan per 10 shares, totaling approximately 85.17 million yuan based on the current total share capital of 851,678,362 shares [6]. - The company is also proposing to revise governance structures and related systems to enhance operational standards [8][9]. Group 4: Board Elections - The company is nominating candidates for the tenth board of directors, including both independent and non-independent directors, with their terms starting upon approval at the shareholders' meeting [20][24]. - The independent director candidates include professionals with significant academic and industry experience, ensuring compliance with relevant regulations [25][26].
冰山冷热: 累积投票制度实施细则(2025年第一次临时股东大会审议通过)
Zheng Quan Zhi Xing· 2025-09-04 12:12
Core Points - The implementation details of the cumulative voting system for the election of directors at Iceberg Cold Technology Co., Ltd. aim to enhance corporate governance and protect the rights of minority shareholders [1][5] - The cumulative voting system allows shareholders to allocate their voting rights in a flexible manner, either concentrating votes on a single candidate or distributing them among multiple candidates [1][3] - The election process includes specific steps to ensure compliance with legal requirements and the company's articles of association, including separate voting for independent and non-independent directors [3][4] Section Summaries General Provisions - The purpose of the cumulative voting system is to improve the corporate governance structure and ensure the rights of public shareholders in electing directors [1] - Cumulative voting allows shareholders to have voting rights equal to the number of shares they hold multiplied by the number of directors to be elected [1][2] Nomination of Director Candidates - Director candidates must meet the qualifications set forth in relevant laws and the company's articles of association [2][3] Voting and Election of Directors - The voting process involves calculating cumulative votes based on the number of shares held and the number of candidates [3][4] - The election of directors requires that each elected director receives more than half of the valid voting rights represented at the meeting [4][5] - If the number of elected directors is less than required, a second round of voting will be conducted [4][5] Miscellaneous Provisions - Any matters not covered by these implementation details will be governed by relevant national laws and the company's articles of association [5]
*ST兰黄: 股东会累积投票制实施细则(2025年9月)
Zheng Quan Zhi Xing· 2025-09-03 16:21
General Provisions - The implementation rules for the cumulative voting system aim to improve the corporate governance structure of Lanzhou Yellow River Enterprises Co., Ltd. and protect the rights of minority shareholders [1] - Cumulative voting allows shareholders to allocate their voting rights among multiple candidates, with the highest vote-getters being elected [1][2] - The rules specify that both independent and non-independent directors are included in the definition of directors [1] Election of Directors - The election of directors can utilize cumulative voting as per the company's articles of association or shareholder resolutions, particularly when electing more than one independent director [1][2] - Separate voting is required for independent and non-independent directors when cumulative voting is employed [2][3] Nomination of Director Candidates - Nomination of director candidates must comply with relevant laws and internal regulations, with independent director nominations adhering to specific management guidelines [3][4] - Nominees must provide detailed personal information and consent to their nomination [3][4] Voting and Election Process - The calculation method for cumulative voting is defined, where the number of votes equals the number of shares held multiplied by the number of directors to be elected [5][6] - Voting must be conducted in a manner that ensures clarity and compliance with the cumulative voting process [5][6] - The election results require that candidates receive more than half of the voting rights held by attending shareholders to be elected [7][8] Additional Provisions - The rules stipulate that if there are ties in votes, a second round of voting will be conducted [8] - The implementation rules will take effect upon approval by the shareholders' meeting and will be subject to modification as necessary [8]
宗申动力: 关于召开2025年第一次临时股东大会的提示性公告
Zheng Quan Zhi Xing· 2025-09-03 16:08
Meeting Announcement - Chongqing Zongshen Power Machinery Co., Ltd. will hold its first extraordinary general meeting of shareholders in 2025 on September 10, 2025, at 14:30 [1] - The meeting will be conducted through a combination of on-site voting and online voting [1] Voting Procedures - Shareholders can vote on-site or through the Shenzhen Stock Exchange trading system and internet voting system [1][7] - Online voting will be available from 9:15 AM to 3:00 PM on September 10, 2025 [1] Eligibility to Attend - All ordinary shareholders registered by the close of business on September 3, 2025, are eligible to attend the meeting [2] - The meeting will also include company directors, supervisors, senior management, and other relevant personnel [2] Agenda Items - The meeting will review proposals including the election of non-independent and independent directors for the twelfth board of directors [5][11] - Specific proposals include the election of five non-independent directors and three independent directors [6][9] Voting Rights and Procedures - Shareholders can allocate their voting rights among candidates for non-independent and independent directors, with specific limits on the number of votes [6][9] - Votes exceeding the allocated number will be considered invalid [9] Registration and Attendance - Shareholders must register to attend the meeting, either in person or via mail/fax [3][4] - Required documents for registration include identification and proof of shareholding [4][7] Contact Information - For inquiries, shareholders can contact Lin Yi at 023-66372632 or via email at linyi@zsengine.com [7]
盛泰集团: 盛泰智造集团股份有限公司2025年第四次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-09-03 11:17
Core Points - The meeting of Sheng Tai Intelligent Manufacturing Group Co., Ltd. is scheduled for September 10, 2025, at 10 AM in Shengzhou [1] - The agenda includes the announcement of the number of shareholders present, voting methods, and the review of various proposals [1][2] - The company plans to change its business scope, cancel the supervisory board, and amend its articles of association [4][5][6] Business Scope Changes - The company intends to modify its business scope to include "apparel and accessories research and development" while maintaining existing operations such as fabric dyeing and textile processing [4][5] - The changes will be subject to approval by the market supervision authority [4] Cancellation of Supervisory Board - The company will no longer have a supervisory board, with its responsibilities transferred to the audit committee of the board of directors [5][6] - The supervisory board's rules and related systems will be abolished, and the supervisory members will automatically resign [5] Amendments to Articles of Association - The articles of association will be revised to reflect the cancellation of the supervisory board and to update the names of the founders [6] - The board of directors will be authorized to handle the necessary registration and amendments [6] Voting Procedures - The meeting will utilize both on-site and online voting methods, with each share carrying one vote [3][4] - Shareholders must register and may only vote through one method to avoid duplicate votes [3] New Guarantee Proposal - The company proposes to add a new guarantee limit of up to RMB 145 million for financing and credit for subsidiaries, valid for 12 months post-approval [8] - The specifics of the guarantee agreements will be determined at the time of signing [8]