股东会会议规则

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海峡股份: 海南海峡航运股份有限公司股东会议事规则
Zheng Quan Zhi Xing· 2025-09-02 12:13
General Principles - The rules are established to standardize company behavior and ensure shareholders can exercise their rights according to the Company Law, Securities Law, and the company's articles of association [1] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] - Shareholder meetings are categorized into annual and extraordinary meetings, with specific timelines for their convening [1][2] Convening Shareholder Meetings - The board of directors is responsible for convening shareholder meetings within the stipulated timeframes [2][5] - Independent directors can propose extraordinary meetings, and the board must respond within 10 days [2][5] - Shareholders holding more than 10% of shares can request the board to convene an extraordinary meeting, with similar response requirements [5][7] Proposals and Notifications - Proposals must fall within the scope of shareholder meeting authority and comply with legal requirements [8][9] - Shareholders holding at least 1% of shares can submit temporary proposals 10 days before the meeting [8][9] - Notifications for annual meetings must be sent 20 days in advance, while notifications for extraordinary meetings must be sent 15 days in advance [9][10] Conducting Shareholder Meetings - Meetings should be held at the company's registered address or another designated location [11] - Shareholders can attend in person or via authorized representatives, and the company must facilitate participation through various means [11][12] - The meeting must maintain order, and any disruptions should be reported to relevant authorities [12][13] Voting and Resolutions - Voting can be conducted through various methods, including online systems, and results must be announced immediately [24][25] - Resolutions require a majority or supermajority depending on the type of resolution, with specific rules for related party transactions [39][41] - The company must disclose the voting results and resolutions promptly after the meeting [25][26] Execution of Resolutions - The board of directors is responsible for executing the resolutions passed during the shareholder meetings [59][60] - The chairman of the board oversees the execution of resolutions and can convene temporary board meetings if necessary [61] Record Keeping - Detailed records of the meetings must be maintained, including attendance, proposals, and voting results [58][27] - Records should be preserved for at least ten years to ensure compliance and transparency [27]
佰仁医疗: 佰仁医疗股东会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-27 14:02
General Principles - The rules are established to regulate the shareholders' meetings of Beijing Bairen Medical Technology Co., Ltd. to enhance efficiency and protect shareholders' rights [1][2] - The company must strictly adhere to relevant laws, regulations, and its articles of association when convening shareholders' meetings [2][3] Shareholders' Meeting Convening - The board of directors is responsible for convening the shareholders' meeting within the specified timeframe [3][4] - Independent directors can propose the convening of a temporary shareholders' meeting, and the board must respond within 10 days [3][4] - Shareholders holding more than 10% of the company's shares can request a temporary shareholders' meeting, and the board must decide within 10 days [4][5] Proposals and Notifications - Proposals must fall within the scope of the shareholders' meeting's authority and comply with legal and regulatory requirements [6][7] - The convening party must notify shareholders of the meeting at least 20 days in advance for annual meetings and 15 days for temporary meetings [7][8] - The notification must include detailed information about the proposals and any necessary materials for shareholders to make informed decisions [7][8] Conducting the Meeting - The shareholders' meeting should be held at the company's registered address or a location specified in the articles of association [9][10] - All shareholders or their proxies registered on the equity registration date have the right to attend the meeting [9][10] - The meeting must be presided over by the chairman of the board or a designated representative if the chairman is unavailable [10][11] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [13][14] - The results of the voting must be announced immediately after the meeting, and the resolutions must be disclosed in a timely manner [14][15] - Meeting records must be maintained for at least 10 years, including details of the meeting, attendance, and voting results [15][16] Legal Compliance - Any disputes regarding the legality of the convening process or resolutions must be addressed through legal channels [16][17] - The company must comply with disclosure obligations following any court rulings related to the shareholders' meeting [16][17]
众辰科技: 股东会议事规则
Zheng Quan Zhi Xing· 2025-08-25 16:52
General Principles - The rules are established to regulate the behavior of Shanghai Zhongchen Electronics Technology Co., Ltd. and ensure the lawful exercise of shareholder rights in accordance with relevant laws and regulations [1][2]. - The company must strictly follow legal and regulatory requirements when convening shareholder meetings, ensuring that all shareholders can exercise their rights [1][3]. Types of Shareholder Meetings - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [2]. - Temporary meetings are convened as needed, particularly when circumstances arise that require immediate attention as specified in the Company Law [2]. Convening Shareholder Meetings - The board of directors is responsible for convening shareholder meetings within the stipulated timeframe [3]. - Independent directors can propose the convening of temporary meetings, and the board must respond within ten days [3][4]. - Shareholders holding more than 10% of shares can also request the board to convene a temporary meeting [4][5]. Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and comply with legal and regulatory requirements [6][14]. - Shareholders holding at least 1% of shares can submit temporary proposals ten days before the meeting [7]. - Notifications for annual meetings must be sent at least 20 days in advance, while temporary meetings require a 15-day notice [8][16]. Conducting Shareholder Meetings - Meetings should be held at the company's registered location and can utilize online methods to facilitate participation [21][22]. - All shareholders registered on the equity registration date have the right to attend and vote [9][25]. - The meeting must be presided over by the chairman or a designated director if the chairman is unavailable [10][28]. Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [32]. - Ordinary resolutions require more than half of the voting rights present, while special resolutions require two-thirds [32][33]. - Voting must be conducted in a transparent manner, with results announced immediately after the vote [46][48]. Record Keeping and Compliance - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for at least ten years [19][49]. - The company must ensure compliance with all legal and regulatory requirements, and any violations can lead to invalidation of resolutions [53][20].
华康股份: 股东会议事规则
Zheng Quan Zhi Xing· 2025-08-21 10:22
General Provisions - The company establishes rules to regulate its behavior and ensure shareholders can exercise their rights according to the Company Law and Securities Law [1][2] - The board of directors is responsible for organizing shareholder meetings and ensuring they are held in accordance with legal requirements [1][2] Shareholder Meeting Types - Shareholder meetings are categorized into annual and extraordinary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][2] - Extraordinary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant losses [1][2][3] Meeting Convening and Proposals - The board must convene meetings within the stipulated time and must respond to independent directors' requests for extraordinary meetings within ten days [2][3][4] - Shareholders holding more than 10% of shares can request extraordinary meetings, and the board must respond within ten days [4][5] Meeting Notifications - Notifications for annual meetings must be sent at least twenty days in advance, while extraordinary meetings require a fifteen-day notice [6][7] - Notifications must include details such as meeting time, location, agenda, and rights of shareholders to attend and vote [6][7] Voting Procedures - Shareholders can vote in person or by proxy, and the voting process must be clearly outlined in the meeting notification [8][9] - The company must ensure that all shareholders can participate in the voting process, including through online methods [8][9] Meeting Conduct - The chairman of the board presides over the meeting, and if unavailable, a vice-chairman or a designated director will take over [11][12] - Shareholders have the right to question directors and senior management during the meeting, with specific conditions under which questions may be refused [11][12] Voting Results and Announcements - Voting results must be announced immediately after the meeting, detailing the number of shareholders present and the voting outcomes for each proposal [15][16] - The company is required to disclose the results of the voting and any resolutions passed in a timely manner [15][16] Record Keeping - Meeting records must be maintained for ten years and should include details such as meeting time, participants, and voting results [16][17] - The company must ensure that all documentation related to the meeting is accurate and complete [16][17] Miscellaneous Provisions - The rules are effective upon approval by the shareholder meeting and can be modified as necessary [18] - The board of directors is responsible for interpreting these rules [18]
九芝堂: 九芝堂股份有限公司股东会议事规则(2025年修订草案)
Zheng Quan Zhi Xing· 2025-08-21 05:40
Core Points - The document outlines the rules for the shareholders' meeting of JiuZhiTang Co., Ltd, ensuring compliance with relevant laws and regulations [2][3][25] - The rules specify the procedures for convening, proposing, notifying, and conducting shareholders' meetings [2][5][11] Group 1: General Provisions - The rules are established to regulate the behavior of JiuZhiTang Co., Ltd and ensure shareholders can exercise their rights legally [2] - The company must strictly follow laws, regulations, and its articles of association when convening shareholders' meetings [3][4] Group 2: Convening Shareholders' Meetings - Shareholders' meetings can be annual or temporary, with annual meetings held within six months after the end of the previous fiscal year [5] - Temporary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant losses [5][6] Group 3: Proposals and Notifications - Shareholders holding more than 1% of shares can propose temporary proposals ten days before the meeting [9] - Notifications for annual meetings must be sent at least twenty days in advance, while temporary meetings require a fifteen-day notice [16][19] Group 4: Conducting Shareholders' Meetings - Meetings should be held at the company's registered location, and provisions must be made for remote participation [11][12] - The meeting must be presided over by the chairman or a designated representative, ensuring order and addressing shareholder inquiries [28][30] Group 5: Voting and Resolutions - Voting can be conducted in person or through remote means, with each share carrying one vote [24][26] - Resolutions require a simple majority for ordinary decisions and a two-thirds majority for special resolutions [44][46] Group 6: Record Keeping and Compliance - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for at least ten years [42][43] - The rules are subject to interpretation by the board and must comply with national laws and regulations [25][53]
济高发展: 济南高新发展股份有限公司股东会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-18 16:20
General Principles - The rules are established to regulate the behavior of Jinan High-tech Development Co., Ltd. and ensure shareholders can exercise their rights according to the Company Law and relevant regulations [2][3] - The company must hold shareholder meetings in strict accordance with laws, regulations, and the company’s articles of association [2][3] Types of Shareholder Meetings - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [2][3] - Temporary meetings must be convened within two months under specific circumstances, such as insufficient board members or significant losses [2][3] Legal Opinions and Procedures - Legal opinions must be obtained for the legality of the meeting's procedures, participant qualifications, and voting results [3][4] - The board of directors is responsible for convening meetings within the stipulated time frames [6][7] Proposals and Notifications - Proposals must fall within the scope of the shareholder meeting's authority and be clearly defined [13][14] - Shareholders holding more than 1% of shares can submit proposals ten days before the meeting [14][15] Voting and Decision-Making - Each share carries one vote, and shareholders can vote in person or by proxy [15][20] - The voting results must be announced immediately after the meeting, and decisions require a majority or two-thirds majority depending on the type of resolution [39][49] Meeting Conduct and Documentation - The meeting must be conducted in an orderly manner, with provisions for questioning and discussion [30][31] - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for at least ten years [51][52] Amendments and Compliance - The rules must be amended if they conflict with changes in laws or the company’s articles of association [30][31] - The board of directors is responsible for ensuring compliance with the rules and executing the resolutions passed during the meetings [66][67]
光华科技: 股东会议事规则
Zheng Quan Zhi Xing· 2025-08-12 16:23
General Provisions - The company establishes rules to regulate its organization and behavior, ensuring shareholders can exercise their rights according to relevant laws and regulations [1] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] Shareholder Meeting Authority - The shareholder meeting is the company's authority body, responsible for electing directors, approving reports, and making decisions on profit distribution and capital changes [5][6] - The shareholder meeting can authorize the board of directors to make decisions on issuing company bonds [5] Convening Shareholder Meetings - The board of directors must convene the shareholder meeting within specified timeframes and must respond to requests from independent directors or shareholders holding over 10% of shares [7][8] - If the board fails to convene a meeting, the audit committee or shareholders can independently call for a meeting [8][9] Proposals and Notifications - Proposals must fall within the authority of the shareholder meeting and be clearly defined [15] - Shareholders holding over 1% of shares can submit temporary proposals for consideration [16] Meeting Procedures - The shareholder meeting must be held at the company's registered location, and shareholders can attend in person or via proxy [22] - Voting procedures must be clearly outlined in the meeting notification, and all shareholders have the right to attend and vote [22][12] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [44] - Ordinary resolutions require a simple majority, while special resolutions require two-thirds of the voting rights [44][46] Meeting Records and Announcements - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for ten years [51][52] - Resolutions must be announced promptly, including details of the voting results and any proposals that were not approved [52][53] Meeting Costs - The company is responsible for reasonable costs associated with convening the shareholder meeting, while shareholders bear their own personal expenses [54][55]
凯众股份: 上海凯众材料科技股份有限公司股东会议事规则
Zheng Quan Zhi Xing· 2025-08-12 13:14
Core Points - The document outlines the rules for the shareholders' meeting of Shanghai Kaizhong Materials Technology Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] - The company emphasizes the importance of timely organization and execution of shareholders' meetings by the board of directors [3][4] - Shareholders have the right to propose meetings and agenda items, with specific procedures for calling extraordinary meetings [4][5][6] Group 1: Meeting Organization - The company must notify shareholders of the meeting location, which can be held in person or via electronic means [2][3] - The board secretary is responsible for the preparation and organization of the meeting [2] - Meetings should adhere to a principle of simplicity, avoiding unnecessary benefits for attendees [2] Group 2: Meeting Proposals and Notifications - Proposals must fall within the scope of the shareholders' meeting and be clearly defined [6][7] - Shareholders holding more than 1% of shares can submit proposals at least 10 days before the meeting [6][7] - Notifications must include comprehensive details about the meeting, including date, location, and agenda items [7][8] Group 3: Voting and Resolutions - Each share carries one vote, and resolutions can be ordinary or special, requiring different thresholds for approval [12][41] - The company employs a cumulative voting system for the election of directors, allowing shareholders to concentrate their votes [43] - Meeting records must be maintained, detailing attendance, proposals, and voting outcomes [54][55]
亚厦股份: 股东会议事规则
Zheng Quan Zhi Xing· 2025-08-12 11:14
Core Points - The document outlines the rules and regulations governing the shareholders' meetings of Zhejiang Yasha Decoration Co., Ltd, ensuring compliance with relevant laws and the company's articles of association [1][2][3] Group 1: Shareholders' Meeting Organization - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year and can convene temporary meetings as needed [1][2] - The board of directors is responsible for organizing the shareholders' meetings and must ensure that they are conducted in accordance with legal and regulatory requirements [1][2][3] - Independent directors can propose temporary meetings, and the board must respond within ten days of receiving such proposals [2][3][4] Group 2: Proposals and Notifications - Shareholders holding at least 1% of the company's shares can submit proposals for discussion at least ten days before the meeting [5][6] - The company must provide detailed information about the proposals, including the candidates for director positions, in the meeting notifications [6][7] - Notifications for annual meetings must be sent at least 20 days in advance, while notifications for temporary meetings must be sent at least 15 days in advance [5][6] Group 3: Voting and Decision-Making - Shareholders can vote in person or through authorized representatives, and each share carries one vote [7][8] - The voting process must be transparent, with results announced immediately after the meeting [13][39] - The company must ensure that the voting rights of minority shareholders are protected, especially in matters affecting their interests [9][15] Group 4: Meeting Records and Compliance - Detailed records of the meetings must be maintained, including attendance, proposals discussed, and voting results [41][42] - Any resolutions passed must be announced promptly, and the company must comply with legal obligations regarding information disclosure [39][42] - The rules are subject to interpretation by the board of directors and will take effect upon approval by the shareholders' meeting [46][48]
凯美特气: 股东会议事规则
Zheng Quan Zhi Xing· 2025-07-29 16:09
湖南凯美特气体股份有限公司 (2025 年 7 月修订) 第一章 总则 第一条 为规范湖南凯美特气体股份有限公司(以下简称"公司")行为, 保证股东会依法行使职权,根据《中华人民共和国公司法》(以下简称"《公司 法》")、《中华人民共和国证券法》(以下简称"《证券法》")及《公司章 程》的规定,结合公司实际情况,特制定本规则。 第二条 公司应当严格按照法律、行政法规、《公司章程》及本规则的相关 规定召开股东会,保证股东能够依法行使权利。 公司董事会应当切实履行职责,认真、按时组织股东会。公司全体董事应当 勤勉尽责,确保股东会正常召开和依法行使职权。 第三条 股东会应当在《公司法》和《公司章程》规定的范围内行使职权。 第四条 股东会分为年度股东会和临时股东会。年度股东会每年召开一次, 应当于上一会计年度结束后的 6 个月内举行。临时股东会不定期召开,出现《公 司法》规定的应当召开临时股东会的情形时,临时股东会应当在 2 个月内召开。 公司在上述期限内不能召开股东会的,应当报告公司所在地中国证券监督管 理委员会(以下简称"中国证监会")派出机构和公司股票挂牌交易的深圳证券 交易所(以下简称"深交所"),说明原因并 ...