环境科技行业
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美埃科技: 股东会议事规则
Zheng Quan Zhi Xing· 2025-09-03 11:17
General Principles - The rules are established to protect the legal rights of the company and its shareholders, clarify the responsibilities and powers of the shareholders' meeting, improve the efficiency of meetings, and ensure lawful exercise of powers [2][3]. Powers of the Shareholders' Meeting - The shareholders' meeting is the company's authority and has the power to elect and replace directors, approve the board's reports, and decide on profit distribution plans [4][6]. - The meeting must operate within the scope defined by the Company Law and the company's articles of association [4][5]. - The company must strictly adhere to legal and regulatory requirements when convening the shareholders' meeting [4][5]. Meeting Procedures - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [10]. - Temporary meetings can be called within two months of certain events, such as insufficient directors or significant losses [11]. - Legal opinions must be obtained regarding the legality of the meeting's procedures and results [13]. Proposals and Voting - Proposals must fall within the powers of the shareholders' meeting and be clearly defined [12][21]. - Shareholders can submit proposals, and the meeting must notify them of the results [14][15]. - Voting must be conducted in a manner that ensures transparency and fairness, with specific rules for ordinary and special resolutions [23][24]. Record Keeping - The company must maintain accurate records of the meeting, including attendance, proposals, and voting results [69][70]. - Records must be preserved for at least ten years [70]. Compliance and Enforcement - The company must comply with all legal and regulatory requirements, and any violations can lead to penalties [26][28]. - Shareholders have the right to challenge decisions made at the meeting if they believe there has been a violation of laws or regulations [25][28].