网络与信息安全

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安恒信息: 公司章程(2025年6月修订)
Zheng Quan Zhi Xing· 2025-06-30 16:22
General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors, and to regulate its organization and behavior according to relevant laws and regulations [2][3] - Hangzhou Anheng Information Technology Co., Ltd. is established as a joint-stock company in accordance with the Company Law and other relevant regulations [2][3] - The company was approved for public issuance of shares on November 5, 2019, with a total of 18,518,519 shares issued [2][3] - The registered capital of the company is RMB 1,020.65545 million [2][3] Company Structure - The company is a permanent joint-stock company, with the general manager serving as the legal representative [3] - The legal representative's civil activities are binding on the company, and the company bears civil liability for damages caused by the legal representative in the course of duty [3][4] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [3][4] Party Organization - The company establishes a Communist Party organization and provides necessary conditions for its activities [4] - The party organization is integrated into the company's management structure and budget [4] Business Objectives and Scope - The company's business objectives are to be standardized, stable, and innovative [5] - The business scope includes network and information security software development, information security equipment manufacturing, and various consulting services [5][6] Shares - The company's shares are in the form of stocks, with a total of 102,065,545 shares, all of which are ordinary shares [8] - The issuance of shares follows principles of openness, fairness, and justice, ensuring equal rights for all shares of the same category [8][9] - The company may provide financial assistance for others to acquire its shares, subject to certain conditions [8][9] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, attend meetings, supervise management, and transfer their shares [13][14] - Shareholders must comply with laws and the company's articles of association, and they are liable for their subscribed capital [18][19] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for convening and voting [20][21] - The board of directors is responsible for convening shareholder meetings and must ensure compliance with legal requirements [26][27] - Shareholders holding more than 10% of shares can request a temporary meeting [29][30]
高凌信息: 长城证券股份有限公司关于珠海高凌信息科技股份有限公司部分募投项目延期的核查意见
Zheng Quan Zhi Xing· 2025-06-29 16:06
Core Viewpoint - The company has decided to postpone the timeline for certain fundraising projects to ensure better alignment with its development requirements, while maintaining the original investment purposes and scales [4][5][9]. Fundraising Overview - The company raised a total of RMB 1,200,350,429.60 through the issuance of 23,226,595 shares at a price of RMB 51.68 per share, with a net amount of RMB 1,110,273,504.59 after deducting issuance costs [1]. - As of May 31, 2025, the total balance of the fundraising in special accounts is RMB 173,373,500, which does not include RMB 749,000,000 used for cash management in financial products [2][3]. Fundraising Project Status - The total investment amount for the fundraising projects is RMB 106,107,350, with cumulative investments of RMB 25,713,170 as of May 31, 2025 [4]. Reasons for Project Postponement - The postponement is due to delays in project implementation, particularly in the "Internal Security Communication System Upgrade Project" and "Communication Network Information Security and Big Data Operation Product Upgrade Project," caused by external environmental factors and changes in client needs [5][6][8]. Measures to Ensure Completion - The company will adhere to relevant regulations and strengthen the management and supervision of fundraising usage to ensure compliance and effective project implementation [9]. Necessity and Feasibility of Projects - The company has reassessed the necessity and feasibility of the postponed projects, concluding that they remain essential and viable despite the delays [10][11][12][13][14]. Impact of Postponement - The postponement will not materially affect the implementation of the projects or the company's normal operations, and it aligns with the long-term development strategy [15]. Review Procedures - The postponement has been approved by the company's board and supervisory committee, confirming compliance with legal and regulatory requirements [15][16].