股东大会制度修订

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奇精机械: 2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-21 05:40
Core Viewpoint - The company is proposing several amendments to its governance documents and management systems in response to recent regulatory changes and to enhance operational efficiency. Group 1: Governance Changes - The company plans to abolish the supervisory board, transferring its powers to the audit committee of the board of directors, which requires a two-thirds majority approval from shareholders [8][10][16]. - A comprehensive revision of the company's articles of association is proposed, aligning with the latest regulations and reflecting the removal of the supervisory board [10][12]. - The company intends to update the rules governing shareholder meetings, including changes to proposal rights and meeting procedures, reducing the minimum shareholding required to propose a meeting from 3% to 1% [11][12]. Group 2: Management System Revisions - The company is revising the remuneration and assessment management methods for directors and senior management, removing references to the supervisory board [16][18]. - Amendments to the related party transaction management system are proposed, emphasizing the need for independent director approval for significant transactions [17][18]. - The fundraising management system will be updated to ensure compliance with new regulations, including provisions for the use of raised funds and reporting requirements [19][20]. Group 3: Compliance and Regulatory Alignment - The company is aligning its internal regulations with the latest laws and guidelines, including the Company Law and the Securities Law, to ensure compliance and enhance governance [8][10][19]. - The company will revise the external guarantee management system to require independent director approval for guarantees provided to related parties [20][21]. - The selection process for accounting firms will also be updated to reflect the new terminology and compliance requirements [21].