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中航重机: 中航重机关于取消监事会并修订《公司章程》的公告
Zheng Quan Zhi Xing· 2025-07-20 10:14
Core Viewpoint - The company, AVIC Heavy Machinery Co., Ltd., has announced the cancellation of its supervisory board and the revision of its articles of association, which will require approval from the shareholders' meeting [1]. Group 1: Cancellation of Supervisory Board - The supervisory board will be abolished in accordance with the Company Law and relevant regulations, with its powers transferred to the audit and risk control committee of the board of directors [1][2]. - The original supervisors will be relieved of their duties, and the relevant personnel will be managed by their original appointing units [1]. Group 2: Main Revisions to Articles of Association - The revisions include the cancellation of the supervisory board, the assignment of its responsibilities to the audit and risk control committee, the addition of employee directors, and the renaming of "shareholders' meeting" to "shareholders' assembly" [2]. - Specific changes in the articles of association include updates to the company's legal status, governance structure, and operational scope [3][4][5]. Group 3: Governance Structure Changes - The articles now emphasize the establishment of a governance mechanism that strengthens the leadership of the Communist Party and ensures transparency and accountability [3][4]. - The company will maintain its independent operation and financial accountability, with shareholders limited to their subscribed shares in terms of liability [6][7]. Group 4: Responsibilities and Rights of Shareholders - The articles outline the rights of shareholders to propose temporary motions and the requirements for such proposals to be submitted [18][19]. - Shareholders are entitled to access company information and materials, ensuring transparency in governance [10][11]. Group 5: Independent Directors and Committees - The board will include independent directors who will play a crucial role in decision-making and protecting the interests of minority shareholders [32][33]. - The audit and risk control committee will be responsible for overseeing financial disclosures and internal controls, ensuring compliance with legal and regulatory requirements [34][35].