泰禾智能(603656) - 中小投资者单独计票管理办法（2024年12月）

Group 1: General Principles - The purpose of the management measures is to protect the legitimate rights and interests of small and medium-sized investors and reflect their intentions in major decision-making [5] - The measures are based on relevant laws and regulations, including the State Council's opinions on promoting the healthy development of the capital market [5] Group 2: Definition of Small and Medium-sized Investors - Small and medium-sized investors are defined as those excluding company directors, supervisors, senior management, and shareholders holding more than 5% of the company's shares [7] Group 3: Scope of Separate Voting - Separate voting applies to significant matters affecting the interests of small and medium-sized investors, including: - Nomination and dismissal of directors and non-employee representatives [9] - Appointment and dismissal of senior management [9] - Remuneration matters for directors and senior management [9] - Hiring and dismissal of accounting firms [9] - Changes in accounting policies or significant accounting errors [9] - Financial reports receiving non-standard audit opinions [9] - Related party transactions and guarantees [10] - Major asset restructuring and stock repurchase plans [10] Group 4: Voting Procedures - The shareholders' meeting will combine on-site and online voting methods, allowing small and medium-sized investors to choose their preferred voting method [12] - Separate registration for small and medium-sized investors is required, including their names, shareholder accounts, and voting rights [13] - The results of the separate voting must be clearly indicated in the meeting records and resolutions [13] Group 5: Information Disclosure - The company must disclose the matters subject to separate voting in the shareholders' meeting notice, including the voting methods and procedures [15] - The announcement of resolutions must include details about the separate voting, such as the number of participating small and medium-sized investors and the proportion of their voting rights [16] Group 6: Compliance and Amendments - Any matters not covered by these measures will follow the relevant regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange [18] - The board of directors is responsible for revising and interpreting these measures [20]