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岩山科技: 第八届董事会第二十次会议决议公告
Zheng Quan Zhi Xing· 2025-06-02 08:15
Core Viewpoint - The company has conducted a board meeting to approve several significant amendments to its corporate governance structure and financial strategies, including the revision of its articles of association and the implementation of a share buyback plan to enhance shareholder value [1][2][3]. Corporate Governance Changes - The company will abolish its supervisory board, transferring its powers to the audit committee of the board [2]. - Amendments to the articles of association and related rules have been proposed, which will be submitted for approval at the 2024 annual general meeting [3][4]. - The company has revised several internal management systems, including the independent director work system and the related party transaction management measures [4][5]. Share Buyback Plan - The company plans to repurchase shares using its own funds and/or self-raised funds, with a total amount between RMB 40 million and RMB 60 million [6][8]. - The maximum repurchase price is set at RMB 8.28 per share, which is 150% of the average trading price over the previous 30 trading days [7][8]. - The repurchased shares will be used to reduce the company's registered capital and will be canceled within ten days after the buyback is completed [6][7]. Financial Management - The company has proposed to increase the limit for using idle funds to purchase financial products from RMB 48 billion to RMB 60 billion, aiming to improve capital efficiency [11][12]. - The board has authorized the chairman to manage the investment decisions related to the financial products [12]. Board Elections - The company is preparing for the election of the ninth board of directors, with nominations for both independent and non-independent directors submitted for approval at the upcoming annual general meeting [13][14][15]. - The election will follow the cumulative voting system, ensuring that the number of directors who are also senior management does not exceed half of the total board members [15]. Upcoming Shareholder Meeting - The 2024 annual general meeting is scheduled for June 24, 2025, where shareholders will vote on the proposed changes and plans [16].