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控制权纷争再现?这家上市公司,三项公司治理制度修订案被否决
证券时报· 2025-12-27 03:27
e公司 . e公司,证券时报旗下专注上市公司新媒体产品,立志打造A股上市公司资讯第一平台。提供7x24小时上市公司标准化快讯,针对可能影响上市公司股价的 主题概念、行业事件及时采访二次解读,从投资者需求出发,直播上市公司有价值的活动、会议。 围绕振芯科技(300101)的控制权纷争已延续数年之久,如今,双方又针对多项上市公司相关治理制度修订议案产生分歧。 以下文章来源于e公司 ,作者证券时报 唐强 12月26日,振芯科技临时股东大会如期召开,振芯科技董事长谢俊、总经理杨国勇、副董事长徐进等高管出席会议,该上市公司控股股东成 都国腾电子集团有限公司(以下简称"国腾电子集团")董事长高虹也亲临现场参会。 此次临时股东大会上,褪去了2024年年度股东大会上的浓浓"火药味",不过振芯科技股东间看似风轻云淡,但双方的暗自较劲却也丝毫未 减。最终,振芯科技三项议案未获通过,而反对票极有可能来自国腾电子集团。 12月10日,振芯科技曾召开董事会,审议通过了对《关于修订<公司章程>的议案》《关于制定及修订公司相关治理制度的议案》《关于变更 会计师事务所的议案》等三大议案。 在上述议案中,《关于制定及修订公司相关治理制度的议案 ...
弘景光电拟修订《公司章程》及多项治理制度,完善公司治理结构
Xin Lang Cai Jing· 2025-09-29 14:54
Core Points - The company held its 16th meeting of the third board of directors on September 27, 2025, where it approved amendments to the Articles of Association and certain corporate governance systems aimed at improving governance structure and standardizing operations [1] - The key changes in the Articles of Association include the abolition of the supervisory board, with its powers transferred to the audit committee of the board of directors, and the introduction of a worker representative director elected by the workers' congress [1] - The amendments also involve revisions to multiple clauses related to the company's purpose, legal representative definition, shareholder rights and obligations, share issuance, and responsibilities of directors and senior management [1] Corporate Governance System Revisions - The company decided to revise 19 corporate governance systems, including the Rules of Shareholders' Meetings, Rules of Board Meetings, and Independent Director Work System, and to establish three new systems: Management System for Controlling Subsidiaries, Management System for Departing Directors and Senior Management, and Major Information Internal Reporting System [2] - The revised governance systems will require approval from the shareholders' meeting to take effect, with the Rules of Shareholders' Meetings and Rules of Board Meetings needing a two-thirds majority vote from attending shareholders [2] - The company will also seek authorization from the shareholders' meeting for the chairman and relevant departments to handle business registration changes and filing related to the amendments [2]
上海实业发展股份有限公司2025年第二次临时股东会决议公告
Core Points - The Shanghai Industrial Development Co., Ltd. held its second extraordinary general meeting of shareholders on September 22, 2025, with no resolutions being rejected [2][3] - The meeting was presided over by the chairman, Mr. Wang Zheng, and utilized a combination of on-site and online voting methods, complying with relevant laws and regulations [2][3] Meeting Attendance - Out of 7 current directors, 3 attended the meeting, while 4 were absent due to various commitments [3] - Among the 3 current supervisors, 2 were present, with 1 absent for similar reasons [3] - The board secretary and other senior management attended the meeting, although some vice presidents were absent due to work commitments [3] Resolutions Reviewed - The meeting approved several resolutions, including the revision of the company's articles of association and the cancellation of the supervisory board [4][5] - Other approved resolutions included amendments to various internal regulations, such as the shareholder meeting rules, board meeting rules, independent director work system, accountant selection system, and fundraising management measures [4][5] - The company authorized the chairman and designated personnel to handle the registration and filing procedures related to the amendments to the articles of association and the cancellation of the supervisory board [5] Legal Verification - The meeting was witnessed by Guohao Law Firm, with lawyers confirming that the meeting's procedures complied with the Company Law and relevant regulations [6] - The qualifications of attendees and the legality of the voting process were affirmed by the legal representatives [6]
*ST亚太: 2025年第三次临时股东大会决议公告
Zheng Quan Zhi Xing· 2025-06-30 16:33
Meeting Details - The meeting was held on June 30, 2025, at 14:30, with both on-site and online voting options available [1] - A total of 145 shareholders attended, representing 52,590,495 shares, which is 16.2683% of the total voting shares [1] Voting Results - Proposal 1.01 "Company Articles": - Total votes in favor: 67,248,144 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [2] - Proposal 1.02 "Rules of Shareholder Meetings": - Total votes in favor: 67,248,144 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [3] - Proposal 1.03 "Rules of Board Meetings": - Total votes in favor: 67,246,344 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [4] - Proposal 1.04 "Independent Director Work System": - Total votes in favor: 67,246,344 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [5] - Proposal 1.05 "External Guarantee Management System": - Total votes in favor: 67,246,344 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [6] - Proposal 1.06 "Related Party Transaction Management System": - Total votes in favor: 67,246,344 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [7] - Proposal 1.07 "Management of Fundraising Use": - Total votes in favor: 67,246,344 shares (99.9711% of valid votes) - Abstentions: 19,500 shares (0.0289%) [8] - Proposal 1.08 "Compensation Management for Directors and Senior Management": - Total votes in favor: 67,125,544 shares (99.9637% of valid votes) - Abstentions: 24,500 shares (0.0363%) [8] Legal Opinion - The legal opinion confirmed that the meeting complied with relevant laws and regulations, and the resolutions passed are valid [8]