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股东大会议事规则
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艾迪精密: 烟台艾迪精密机械股份有限公司 股东大会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 17:56
General Provisions - The rules are established to standardize company behavior and ensure shareholders can exercise their rights according to relevant laws and regulations [1][2] - 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 major transactions, and other significant decisions [1][3] - Specific powers include approving mergers, asset sales exceeding 30% of total assets, and related party transactions over 30 million RMB [1][2][3] Related Party Transactions - Related party transactions must be approved by the shareholder meeting if they exceed certain thresholds, including guarantees over 10% of net assets [2][3] - Shareholders with a conflict of interest must abstain from voting on related party transactions [21][22] Meeting Types and Notifications - The company must hold an annual shareholder meeting within six months after the end of the fiscal year and can hold temporary meetings as needed [4][5] - Notifications for meetings must include time, location, agenda, and rights of shareholders to attend and vote [11][12] Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [46][48] - Voting can be conducted in person or via electronic means, ensuring accessibility for all shareholders [53][62] Meeting Procedures - The meeting must be conducted in an orderly manner, with provisions for addressing disruptions and ensuring all shareholders can participate [26][27] - Minutes of the meeting must be recorded, detailing attendance, discussions, and voting outcomes [44][45] Amendments and Compliance - The rules may be amended in response to changes in laws or company bylaws, requiring a shareholder meeting for approval [73][74] - The company must ensure compliance with all relevant regulations and disclose information as required [75][76]