Dongfang Electric Corporation Limited released its updated Articles of Association, detailing the company’s governance structure, share capital composition, and operating objectives. According to the document, the company’s total share capital stands at 3,458,360,326 issued shares, of which 3,050,360,326 are domestic shares (88.20%) and 408,000,000 are overseas-listed foreign shares (11.80%). The document also clarifies that additional share issuances, repurchases, and distributions shall proceed strictly under relevant laws and board or shareholder approvals.
The document sets forth provisions on the general meeting, board of directors, and senior management. It specifies that the board shall have 7 to 11 directors, including one employee representative, with separate committees for audit and risk, strategic development, nomination, and remuneration. Independent directors shall hold more than half of the seats on key committees such as the audit and risk committee and are empowered to review financial information, evaluate risk management, and supervise major transactions.
Regarding profit distribution, the document prescribes the parameters for cash and share dividends, stipulating that each proposal must respect the company’s operational needs and investor interests. The document also emphasizes the establishment of internal audit processes and a general legal counsel system, ensuring compliance with relevant laws and regulations. Additionally, it addresses labor management and the formation of trade union organizations, as well as procedures for potential dissolution or restructuring, all in accordance with legal requirements.
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