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ST新潮:临时股东大会请求不符合法律规定 董事会否决
Core Viewpoint - ST New潮's board of directors rejected a request from six shareholders to convene a temporary shareholders' meeting, citing procedural violations and the invalidity of the proposals [2][3][4]. Group 1: Board's Rejection Reasons - The board's primary reason for rejection was that the proposal's subject did not meet regulatory requirements, as the request was made by six shareholders, but only four submitted specific proposals [3][4]. - The board highlighted a "timing mismatch" issue, stating that the right to propose temporary resolutions can only be exercised after a meeting notice has been issued, which had not occurred in this case [3][4]. - The board explained the distinction between the "right to convene" (requiring over 10% shareholding) and the "right to propose" (requiring over 3% shareholding), asserting that the requestors attempted to bypass the obligation to submit proposals in their own name [4].
最高法、证监会:上市公司退市,投资者因虚假陈述等违法行为造成损失的,可以依法提起民事赔偿诉讼
news flash· 2025-05-15 08:23
Core Viewpoint - The Supreme Court and the China Securities Regulatory Commission jointly issued guidelines to enhance the quality of listed companies, emphasizing the importance of legal enforcement and judicial services in promoting high-quality development of the capital market [1] Group 1: Legal Enforcement and Company Quality - The guidelines stress that improving the quality of listed companies is crucial for the high-quality development of the capital market [1] - Legal actions will target capital violations, including hidden shareholding and illegal wealth creation practices [1] - Information disclosure by issuers regarding shareholders and actual controllers must be truthful, accurate, and complete [1] Group 2: Governance and Shareholder Rights - Courts are instructed to invalidate illegal agreements related to shareholding and benefit transfer, distributing responsibility based on fault [1] - The guidelines support shareholders in exercising their rights and clarify the reasonable boundaries for the board's review of shareholder proposals [1] - There is a push for standardized corporate governance practices [1] Group 3: Mergers, Acquisitions, and Bankruptcy - The guidelines advocate for legal support in mergers and acquisitions, declaring any anti-takeover provisions in company charters that violate laws to be invalid [1] - Investors can file civil compensation lawsuits for losses caused by false statements related to delisting [1] - The guidelines promote careful handling of bankruptcy reorganization cases to improve operational capabilities and resolve debt crises sustainably [1]