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德林海: 德林海2025年第二次临时股东会会议资料
Zheng Quan Zhi Xing· 2025-08-26 09:22
Core Points - The company is holding its second extraordinary general meeting of shareholders in 2025 to discuss important proposals, including the expansion of its business scope and amendments to its articles of association [1][8]. Meeting Procedures - Shareholders and their representatives must arrive 30 minutes before the meeting to complete registration and present identification documents [2]. - The meeting will follow a specific agenda for reviewing and voting on proposals, with shareholders entitled to speak, inquire, and vote [2][3]. - Voting will be conducted by a named ballot, with each share carrying one vote [8]. Proposals - Proposal One: The company plans to distribute a cash dividend of 2.00 RMB per 10 shares (before tax) based on the adjusted total share capital, which is 113 million shares minus 3.917 million shares in the repurchase account [7]. - Proposal Two: The company aims to expand its business scope to include various services such as information system integration, big data services, AI algorithm development, and more, reflecting its strategic development needs [8][9]. Amendments to Articles of Association - The company will amend its articles of association to reflect the new business scope, which includes a wide range of services related to information technology, environmental protection, and artificial intelligence [9][12]. - The amendments will ensure compliance with relevant laws and regulations, and the company will seek authorization to handle the necessary business registration changes [12].
德林海: 无锡德林海环保科技股份有限公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-18 11:25
General Information - Wuxi Delinhai Environmental Protection Technology Co., Ltd. was established as a joint-stock company in accordance with the Company Law and other relevant regulations [2][3] - The company was formed by the overall change of Wuxi Delinhai Algae Water Separation Technology Development Co., Ltd., inheriting all rights and obligations [2] - The company obtained approval from the China Securities Regulatory Commission for public stock issuance on July 1, 2020, and listed on the Shanghai Stock Exchange on July 22, 2020, with an initial public offering of 14.87 million shares [2][3] Company Structure - The registered capital of the company is RMB 113 million [3] - The company is a permanent joint-stock company, with the chairman serving as the legal representative [3] - The legal representative's civil activities conducted in the name of the company will have legal consequences borne by the company [3] Business Objectives and Scope - The company's business objective is to operate independently under national macro-control, focusing on technological advancement to develop high-tech, high-quality products, enhancing economic and social benefits [4] - The business scope includes blue-green algae treatment technology integration, environmental protection equipment R&D, water pollution control, and various environmental consulting services [4][5] Share Issuance and Management - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice [6] - The total number of shares issued at the establishment was 20 million, with a par value of RMB 1 per share [6] - The company has issued a total of 113 million shares, all of which are ordinary shares [6][7] Shareholder Rights and Responsibilities - Shareholders have rights proportional to their shareholdings, including profit distribution, voting rights, and the right to request meetings [14][15] - Shareholders are obligated to comply with laws and the company’s articles of association, and they cannot withdraw their capital except as legally permitted [42][43] Governance and Decision-Making - The company’s board of directors is responsible for convening shareholder meetings and making significant decisions, including capital increases, profit distribution, and major asset transactions [47][48] - Shareholder meetings can be called by the board or by shareholders holding more than 10% of the shares [25][26] Financial Management - The company must seek shareholder approval for external guarantees exceeding 10% of the latest audited net assets [48][49] - Financial assistance provided by the company must also be approved by the board and shareholders if it exceeds certain thresholds [49]