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中国汽车工程研究院股份有限公司2025年第四次临时股东会决议公告
Core Viewpoint - The China Automotive Engineering Research Institute Co., Ltd. held its fourth extraordinary general meeting of shareholders on December 25, 2025, where the election of the sixth board of directors and the appointment of senior management personnel were approved [2][4][12]. Meeting Details - The meeting was held on December 25, 2025, at the administrative building of China Automotive Engineering Research Institute in Chongqing [2]. - The meeting was chaired by Chairman Zhou Yulin and utilized a combination of on-site and online voting methods, complying with relevant laws and regulations [2][3]. Board Election and Management Appointments - The sixth board of directors was elected, consisting of non-independent directors Zhou Yulin (Chairman), Liu Anmin, Liu Jiang, Ma Jian, Wang Lei, and employee representative director Wen Qian, along with independent directors Tian Guanjun, Zhao Fuquan, and Huang Yingjun [7][8]. - The board's term is set for three years, starting from the date of approval by the shareholders' meeting [8]. Senior Management Appointments - Liu Anmin was appointed as the General Manager, with Wang Honggang and Wang Rui as Deputy General Managers, and Huang Yanjun as Chief Accountant and Board Secretary [8][16]. - The appointments of all senior management personnel are in accordance with the relevant laws and regulations, ensuring no disqualifications exist [8][16]. Committee Composition - The board's specialized committees were formed, including the Strategy Committee, Audit Committee, Nomination Committee, and Compensation and Assessment Committee, with independent directors holding a majority in each [8][13]. - Zhou Yulin was appointed as the convener of the Strategy Committee, while Tian Guanjun was appointed as the convener of the Audit Committee [13]. Legal Compliance - The meeting and its proceedings were witnessed by Beijing Jiayuan Law Firm, confirming that all procedures complied with the Company Law and relevant regulations [5].
【江北嘴发布】中国汽研启动董事会换届选举 8 名候选人名单出炉 尚待股东会表决
Xin Hua Cai Jing· 2025-12-09 11:32
Core Viewpoint - China Automotive Engineering Research Institute Co., Ltd. (referred to as "China Automotive Research") has announced the initiation of a board of directors' election process due to the impending expiration of terms for some independent directors and adjustments in the board composition [1] Group 1 - The fifth meeting of the fifth board of directors was held on December 8, where proposals for the election of the sixth board of directors were approved [1] - The board has nominated Zhou Yulin, Liu Anmin, Liu Jiang, Ma Jian, and Wang Lei as candidates for non-independent directors of the sixth board [1] - The board has also nominated Tian Guanjun, Zhao Fuquan, and Huang Yingjun as candidates for independent directors, with Tian Guanjun being a professional accountant [1] Group 2 - The proposals will be submitted for review at the company's fourth extraordinary general meeting of shareholders in 2025 and will be voted on using a cumulative voting method [1] - The newly elected directors will form the sixth board of directors alongside employee representative directors elected by the employee representative assembly [1]
中国汽车工程研究院股份有限公司股权激励限制性股票回购注销实施公告
Core Viewpoint - The company plans to repurchase and cancel a total of 230,800 restricted stocks due to the termination of labor relations with 12 original incentive targets who are no longer eligible for the incentive program [2][4][6]. Summary by Sections Repurchase and Cancellation Reasons - The repurchase and cancellation of restricted stocks are based on the "Management Measures for Equity Incentives of Listed Companies" and the relevant provisions of the company's second and third phase restricted stock incentive plans [2][4]. Details of the Repurchase - The total number of restricted stocks to be repurchased is 230,800, with a total repurchase price of RMB 2,518,773.81 [2][4]. - The decision was approved in the 21st meeting of the fifth board of directors and the 15th meeting of the fifth supervisory board on April 25, 2025 [2][4]. Notification and Legal Compliance - The company has fulfilled the creditor notification procedures as required by law, and no claims have been made by creditors during the 45-day public notice period [3][4]. - The company has opened a dedicated securities account for the repurchase and has applied for the transfer procedures for the repurchased stocks [7]. Changes in Share Structure - After the repurchase and cancellation, the remaining restricted stocks will total 9,372,920 [6][7]. Legal Opinions - The legal opinion from Beijing Jiayuan Law Firm confirms that the repurchase and cancellation have received necessary approvals and comply with relevant laws and regulations [8].