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上海浆臣纸业有限公司成立 注册资本10万人民币
Sou Hu Cai Jing· 2025-08-22 21:30
Core Viewpoint - Shanghai Jiangchen Paper Industry Co., Ltd. has been established with a registered capital of 100,000 RMB, indicating a new player in the paper and packaging industry [1] Company Summary - The legal representative of the company is Yuan Wanli, which may suggest a leadership structure focused on local management [1] - The company's business scope includes the sale of paper products, food-grade plastic packaging containers, pulp and paper specialized equipment, office supplies, packaging specialized equipment, personal hygiene products, information consulting services (excluding licensed consulting services), conference and exhibition services, and domestic trade agency [1]
冠豪高新: 冠豪高新公司章程(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:36
General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior according to relevant laws [2][4] - The company is established as a joint-stock limited company in accordance with the Company Law and other regulations [2][3] - The registered capital of the company is RMB 1,760,836,233 [2][3] Business Objectives and Scope - The company's business objective is to enhance economic efficiency, labor productivity, and asset preservation while continuously innovating and improving management levels [4][5] - The business scope includes R&D of new materials, manufacturing and sales of new membrane materials, and various other manufacturing and sales activities [5] Shares - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [8][9] - The total number of shares issued by the company is 1,760,836,233, all of which are ordinary shares [9] Shareholders and Shareholder Meetings - The company establishes a shareholder register based on the records provided by the securities registration and settlement institution [13] - Shareholders have rights to dividends, request meetings, supervise operations, and access company documents [14][15] - The company must hold an annual general meeting within six months after the end of the previous fiscal year [24] Board of Directors - The board of directors is responsible for the overall management of the company and must act in the best interests of the company and its shareholders [19][20] - The board must ensure compliance with laws and regulations, and any decisions made must be documented and disclosed [22][23] Financial Accounting and Auditing - The company must establish a financial accounting system and conduct internal audits [4] - The appointment of external auditors must be approved by the shareholders [22] Amendments to the Articles - The articles of association can be amended by a resolution passed at a shareholder meeting [22] Miscellaneous - The company is required to maintain transparency and disclose significant events to shareholders and the public [22][23]
冠豪高新: 冠豪高新股东会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:36
Core Points - The document outlines the rules for the shareholders' meeting of Guangdong Guanhao High-tech Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] - It specifies the procedures for convening annual and temporary shareholders' meetings, including timelines and requirements for notifications [2][5] - The document emphasizes the importance of legal opinions from lawyers regarding the legitimacy of the meeting procedures and participants [6][7] Group 1: Shareholders' Meeting Structure - The shareholders' meeting is categorized into annual and temporary meetings, with annual meetings required to be held within six months after the end of the fiscal year [2] - Temporary meetings must be convened within two months if circumstances arise that necessitate such a meeting [2][3] - The board of directors is responsible for organizing the meetings and must provide timely notifications to shareholders [4][5] Group 2: Proposal and Notification Procedures - Shareholders holding more than 1% of shares can propose temporary proposals at least 10 days before the meeting [6][7] - Notifications for annual meetings must be sent 20 days in advance, while temporary meetings require a 15-day notice [6][7] - The content of proposals must be clear and within the scope of the shareholders' meeting's authority [14][15] Group 3: Meeting Conduct and Voting - The meetings must be held at the company's registered location or another specified site, and provisions for remote participation must be made [21][22] - Voting can occur through various methods, including in-person and online, with specific timeframes established for each [22][23] - The results of the voting must be announced immediately after the meeting, and detailed records of the proceedings must be maintained [39][42] Group 4: Legal Compliance and Enforcement - The document stipulates that any resolutions passed that violate laws or regulations are deemed invalid [45][46] - Shareholders have the right to request the court to annul resolutions if there are procedural violations [15][16] - The board of directors and relevant parties must ensure compliance with the resolutions and cooperate with legal requirements for information disclosure [16][46]
冠豪高新: 冠豪高新董事会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:36
Core Points - The document outlines the rules for the board of directors of Guangdong Guanhao High-tech Co., Ltd, aiming to standardize decision-making processes and enhance operational efficiency [1][17] - The board is responsible for various key functions, including convening shareholder meetings, executing resolutions, and making significant operational decisions [2][3] Group 1: Board Structure and Responsibilities - The board can establish specialized committees such as sustainability, audit, nomination, compensation and assessment, and technological innovation, with independent directors holding a majority in certain committees [2][3] - The board has the authority to decide on the company's operational plans, financial budgets, profit distribution, capital changes, and major acquisitions [2][3][4] Group 2: Meeting Procedures - The board must hold at least two regular meetings annually, with notifications sent to all directors ten days in advance [5][6] - Special meetings can be called under specific circumstances, and proposals for such meetings must be submitted in writing [6][7] - Meetings require a quorum of more than half of the directors to be valid, and decisions must be made collectively [13][14] Group 3: Voting and Decision-Making - Voting is conducted on a one-person-one-vote basis, with options for approval, disapproval, or abstention [10][11] - A proposal must receive more than half of the votes from all directors to be approved, with specific conditions for certain decisions [21][22] - Directors must recuse themselves from voting on matters where they have a conflict of interest [22][23] Group 4: Documentation and Record-Keeping - The board secretary is responsible for maintaining records of meetings, including notifications, attendance, proposals, and voting results [28][29] - Meeting records must be signed by attending directors, and any dissenting opinions should be documented [15][29] Group 5: Compliance and Amendments - The rules must comply with relevant laws and regulations, and any amendments require approval from the shareholders' meeting [17][34]
冠豪高新: 北京市康达律师事务所关于广东冠豪高新技术股份有限公司拟修订公司章程相关事项的法律意见书
Zheng Quan Zhi Xing· 2025-08-22 16:28
Core Viewpoint - The legal opinion letter from Kangda Law Firm confirms the legality and validity of the proposed amendments to the Articles of Association and related rules of Guangdong Guanhao High-tech Co., Ltd. [2][3][4] Summary by Sections Legal Framework - The legal opinion is based on the Company Law of the People's Republic of China, the Securities Law, and other relevant regulations [3][4]. - The law firm conducted a thorough review of the documents provided by the company regarding the proposed amendments [3][4]. Meeting Approval - The proposed amendments were approved by the company's ninth board meeting [5]. - The amendments require further approval from the shareholders' meeting through a special resolution [5]. Content of Amendments - The amendments include changes to the Articles of Association, such as the definition of the company and its stakeholders [5][6]. - Specific changes include the responsibilities of the legal representative and the company's obligations in civil activities [6][7]. - The amendments also clarify the company's capital structure and shareholder responsibilities [8][9]. Shareholder Rights and Obligations - The amendments outline the rights of shareholders, including profit distribution and the ability to participate in decision-making [17][18]. - Shareholders are required to comply with laws and the Articles of Association, and they cannot misuse their rights to harm the company or other shareholders [22][23]. Corporate Governance - The amendments emphasize the responsibilities of controlling shareholders and actual controllers to act in the best interest of the company and its stakeholders [42][43]. - There are provisions to ensure that the company operates independently and that its assets are not misappropriated by controlling shareholders [24][42].
岳阳林纸: 岳阳林纸股份有限公司2025年第二次临时股东大会资料
Zheng Quan Zhi Xing· 2025-08-22 16:24
Core Viewpoint - The company plans to abolish the supervisory board and amend its articles of association and related rules to align with the latest legal regulations and requirements from regulatory authorities [1][2][3] Group 1: Meeting Arrangement - The meeting is convened by the company's board of directors on August 29, 2025, at 13:30, with both on-site and online voting options available [1] - The record date for shareholders is August 22, 2025, allowing all registered shareholders to attend the meeting and vote [1] Group 2: Proposal to Abolish the Supervisory Board - The proposal to abolish the supervisory board was approved by the company's eighth board of directors' 44th meeting, in compliance with the new Company Law and related regulations [1] - The supervisory board's functions will be transferred to the audit committee of the board of directors, and the relevant rules governing the supervisory board will be abolished [1] Group 3: Amendments to Articles of Association - The amendments to the articles of association will include updates on the legal representative's scope, powers, and responsibilities, as well as changes to the procedures for convening and voting at shareholder meetings [2] - New sections will be added regarding controlling shareholders and actual controllers, and the description of the supervisory board will be replaced with that of the audit committee [2][3] - Additional provisions will be included for independent directors, board committees, and responsibilities related to the actions of directors and senior management [2][3] Group 4: Related Rules Amendments - The company will also amend the rules governing shareholder meetings and board meetings to reflect the changes in the articles of association [3] - The revised articles of association and related rules will be published on the Shanghai Stock Exchange website on August 14, 2025 [3]
博汇纸业: 2025年第一次临时股东大会会议资料
Zheng Quan Zhi Xing· 2025-08-22 16:24
Core Points - The company is holding a shareholder meeting on September 1, 2025, with both on-site and online voting options available [1] - The meeting will discuss several proposals related to employee stock ownership plans [2][4] Group 1: Meeting Details - The shareholder meeting will take place at the company's office building, third conference room [1] - The equity registration date is set for August 25, 2025 [1] - Voting will occur from 9:15 to 9:25, and again from 9:30 to 11:30 on the day of the meeting [1] Group 2: Proposals for Discussion - Proposal one involves the "Navigator Employee Stock Ownership Plan (Draft)" which has been approved by the board and published on August 16, 2025 [2] - Proposal two pertains to the "Navigator Employee Stock Ownership Plan Management Measures," also approved by the board [2] - Proposal three seeks authorization for the board to manage matters related to the Navigator Employee Stock Ownership Plan [3] - Proposal four discusses the "Striver Employee Stock Ownership Plan (Draft)" which has similarly been approved by the board [4] - Proposal five relates to the "Striver Employee Stock Ownership Plan Management Measures," approved by the board [4] - Proposal six requests authorization for the board to manage matters related to the Striver Employee Stock Ownership Plan [4]
广博股份: 外汇衍生品交易业务管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:16
Core Points - The document outlines the management system for foreign exchange derivative trading at Guangbo Group Co., Ltd, aiming to standardize operations and enhance risk management [1][2][3] Group 1: General Principles - The foreign exchange derivative trading is defined as transactions aimed at mitigating exchange rate or interest rate risks based on the company's foreign currency payment and receipt needs [1] - The trading activities must comply with national laws and regulations, adhering to principles of legality, prudence, safety, and effectiveness [2][3] - The company is prohibited from engaging in speculative or illegal arbitrage trading [2] Group 2: Trading Approval Authority - The management must provide a feasibility analysis report for derivative trading, which requires board approval before execution [3][4] - If the expected margin and premium exceed 50% of the latest audited net profit or 5 million RMB, shareholder approval is also required [4] - Any derivative trading that exceeds board authority must be approved by the shareholders' meeting [4][5] Group 3: Management and Implementation - The finance department is responsible for the implementation and management of foreign exchange derivative trading, ensuring compliance with internal control systems [6][7] - The finance department must establish appropriate stop-loss limits and procedures for different types of derivatives [6][7] - Regular audits and checks on the progress of derivative trading projects are mandated to ensure compliance and risk management [7][8] Group 4: Information Disclosure - The company is required to disclose relevant information regarding foreign exchange derivative activities in accordance with regulations from the China Securities Regulatory Commission and the Shenzhen Stock Exchange [7][8] - The board must continuously monitor the execution and safety of derivative trading, taking immediate action in case of significant losses [7]
广博股份: 委托理财管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:16
第二章 委托理财操作规则 第五条 公司进行委托理财的,应当选择资信状况及财务状况良好、无不良 诚信记录及盈利能力强的合格专业理财机构作为受托方,并与受托方签订书面合 同,明确委托理财的金额、期限、投资品种、双方的权利义务及法律责任等。 公司委托理财是以提高资金使用效率、增加现金资产收益为原则,通过商业 银行理财、信托理财及其他理财工具进行运作和管理行为。在确保安全性、流动 性的基础上实现资金的保值增值。达到《公司章程》《投资管理制度》等相关规 定的金额标准的,应当经董事会审议通过,审计委员会、保荐机构或独立财务顾 问发表明确同意意见。 第六条 公司必须以公司名义设立委托理财账户,不得使用其他公司或个人 账户进行与理财业务相关的行为。 广博集团股份有限公司 委托理财管理制度 第一章 总 则 第一条 为规范广博集团股份有限公司(以下简称"公司")的委托理财交 易行为,保证公司资金、财产安全,有效防范投资风险,维护股东和公司的合法 权益,根据中国证监会《上市公司信息披露管理办法》《深圳证券交易所股票上 市规则》(以下简称"《股票上市规则》")及《广博集团股份有限公司章程》 (以下简称"《公司章程》")等法律法规和相 ...
广博股份: 信息披露暂缓与豁免业务管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:16
广博集团股份有限公司 信息披露暂缓与豁免业务管理制度 第一章 总 则 第一条 为规范广博集团股份有限公司(以下简称"公司")信息披露暂缓与 豁免行为,确保公司及相关信息披露义务人(以下简称"信息披露义务人")依 法合规地履行信息披露义务,保护投资者的合法权益,根据《中华人民共和国公 司法》《中华人民共和国证券法》《上市公司信息披露管理办法》《深圳证券交易 所股票上市规则》 (以下简称" 《股票上市规则》")以及有关法律、法规、规章和 《广博集团股份有限公司章程》 (以下简称"《公司章程》")、 公司信息披露管理制度》的规定,结合公司信息披露工作的实际情况,制定本制 度。 第二条 公司按照《股票上市规则》及交易所其他相关业务规则的规定,办 理信息披露暂缓、豁免业务的,适用本制度。 第三条 公司拟披露的信息存在《股票上市规则》及交易所其他相关业务规 则中规定的可暂缓、豁免披露情形的,由公司自行审慎判断,并接受深圳证券交 易所对有关信息披露暂缓、豁免事项的事后监管。 第二章 信息披露暂缓与豁免的适用情形 第四条 公司拟披露的信息存在不确定性,属于临时性商业秘密等情形,及 时披露可能损害公司利益或者误导投资者的,可以 ...