露露杏仁露

Search documents
承德露露: 股东会议事规则
Zheng Quan Zhi Xing· 2025-05-22 14:02
General Provisions - The company establishes rules to ensure the lawful exercise of shareholder rights in accordance with the Company Law, Securities Law, and relevant regulations [1][2] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings, ensuring that all shareholders can exercise their rights [1][2] - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][2] Shareholder Meeting Authority - The shareholder meeting is the company's authority body, responsible for electing and replacing directors, approving remuneration, and making decisions on significant asset transactions exceeding 30% of the company's audited total assets [2][3] - The meeting can authorize the board to make decisions regarding bond issuance [2][3] - Certain transactions, such as investments and asset sales, must be submitted for shareholder approval if they meet specified thresholds [2][4] Meeting Procedures - The board must convene the shareholder meeting within the stipulated timeframe and must notify shareholders accordingly [6][7] - Independent directors can propose temporary meetings, and the board must respond within ten days [6][7] - Shareholders holding more than 10% of shares can request a temporary meeting, and the board must respond within ten days [6][7] Proposals and Notifications - Proposals must fall within the authority of the shareholder meeting and be clearly defined [18][19] - Shareholders holding at least 1% of shares can submit temporary proposals ten days before the meeting [18][19] - Notifications for annual meetings must be sent at least 20 days in advance, while temporary meetings require a 15-day notice [19][20] Meeting Conduct - The shareholder meeting must be held at the company's registered location, and provisions must be made for remote participation [11][12] - All shareholders registered by the record date have the right to attend and vote [11][12] - The meeting must be presided over by the chairman or a designated director, and all proceedings must be recorded accurately [13][14] Voting and Resolutions - Each share carries one vote, and shareholders must express their opinions on proposals [16][17] - Voting results must be announced immediately after the meeting, and resolutions must be disclosed promptly [17][18] - The company must implement resolutions regarding profit distribution or capital increases within two months after the meeting [19][20] Legal Compliance - Any resolutions that violate laws or regulations are deemed invalid, and shareholders can request annulment within 60 days [20][21] - The company must fulfill its obligations to disclose information regarding any legal disputes related to shareholder resolutions [20][21]
承德露露: 公司章程
Zheng Quan Zhi Xing· 2025-05-22 14:02
Core Points - The company is established as a joint-stock limited company in accordance with the Company Law of the People's Republic of China and other relevant regulations [1][2] - The registered capital of the company is RMB 1,052,554,074.00 [2] - The company aims to revitalize the national beverage industry, develop new technology products, and ensure satisfactory economic benefits for all shareholders [3][4] Company Structure - The company was approved for establishment by the Hebei Provincial Government on October 6, 1997, and registered on October 17, 1997 [1][2] - The company has a permanent existence as a joint-stock limited company [2] - The legal representative of the company is the executing director, who is determined by the board of directors [2][3] Share Issuance and Capital Structure - The company has issued a total of 1,052,554,074 shares, all of which are ordinary shares [5][6] - The shares are issued based on principles of openness, fairness, and justice, with equal rights for each share of the same category [5] - The company is not allowed to provide financial assistance for others to acquire its shares, except under specific circumstances [6][7] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to request meetings and supervise the company's operations [14][16] - Shareholders are obligated to comply with laws and regulations, and they cannot withdraw their capital except as legally permitted [40][41] - The company must maintain a shareholder register, which serves as proof of share ownership [14][15] Governance and Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [48][52] - The board of directors is responsible for convening shareholder meetings and must ensure compliance with legal requirements [52][53] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [58][59] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for approval [80][81] - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds of the votes [80][81] - The company must disclose voting results, especially for matters affecting minority investors [83][84]
植物蛋白饮料“四巨头”,财报里的烦恼各不同
Bei Jing Shang Bao· 2025-04-28 14:41
仅一家营收增长 过去一年,植物蛋白饮料上市"四巨头"的成绩单半忧半喜。 2024年报告期内,拥有"六个核桃"等知名品牌的养元饮品实现营业收入约为60.58亿元,同比下降1.69%;实现归母净利润约为17.22 亿元,同比增长17.35%。拥有"维维豆奶"和"天山雪牛奶"两个品牌的维维股份实现营业收入约为36.56亿元,同比下降9.4%;实现归 母净利润约为4.11亿元,同比增长96.26%。以"露露杏仁露"为大单品的承德露露实现营业收入约为32.87亿元,同比增长11.26%;实 现归母净利润约为6.66亿元,同比增长4.41%。水果罐头和椰子水"两条腿"走路的欢乐家实现营业收入约为18.55亿元,同比下降 3.53%;实现归母净利润约为1.47亿元,同比下降47.06%。 对于植物蛋白饮料上市"四巨头"去年的业绩表现,中国食品产业分析师朱丹蓬向北京商报记者分析,"在整个中国饮料行业里,每年 都有不同的明星和风口品类,蚕食其他品类的增长。近年来随着无糖茶、椰子水的兴起,对于植物饮料市场份额的蚕食非常明显"。 具体来看,养元饮品增利不增收,主要是核桃乳和其他植物饮料两个产品类别下滑。植物蛋白饮料受淡旺季影响非常 ...
黄金疯了
猫笔刀· 2025-04-21 14:11
带着老妈去承德玩了。 我以前对承德有两个印象,一个是电视广告里的承德露露,还有一个就是评上世遗的避暑山庄。 有一个著名的历史事件,就是乾隆70岁的时候邀请藏族领袖祝寿,6世班禅率领一个2000人的团队,从西藏出发前后走了1年半达到承德,受到了隆重礼 遇。祝寿活动结束后班禅去北京弘扬佛法,结果不到2个月就死于天花。 所以避暑、维系草原统治、天花防疫隔离,三大因素加在一起才促成了承德行宫的建成。也是因为先有了避暑山庄,才有了后来的承德市。 …… 睡完午觉出发,因为是淡季,景区人很少,稀稀落落。我们刚到买票处就有个导游主动询问是否需要服务,态度有些过于"上赶着",我误以为是黑导游, 后来经售票处工作人员证明是正规人员,我就买了全程陪导服务,不贵,两个小时150。 我问她为什么拉生意的时候那么着急,她说她每天只有10分钟的接客时间,看见我们的时候马上就要10分钟超时了。 承德确实比北京凉快,全年平均要低4-5度,它虽然和北京直线距离不到200公里,但中间隔了一个燕山,北京在山南,承德在山北。 同时承德紧挨着北边的草原,清朝皇帝来到这里很方便接见蒙古贵族,维持对蒙古地区的统治。 另外承德行宫在历史上还有一个功能,就是天 ...