Securities code: Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) securities abbreviation: Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) Announcement No.: 2022020 Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738)
Announcement on Amending the articles of association and relevant systems
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) (hereinafter referred to as “the company”) in order to further standardize the company’s operation, continuously improve the corporate governance structure, better protect the rights and interests of investors, especially small and medium-sized investors, and promote the sustainable, healthy and stable development of the company, the company plans to follow the current company law, securities law and the stock listing rules of Shanghai Stock Exchange Relevant laws, regulations and normative documents such as the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange have comprehensively combed and formulated the relevant systems of the company. The specific revised and newly added systems are listed as follows:
No. system name review body remarks
1. Amendment of the articles of association by the general meeting of shareholders
2. Rules of procedure of the general meeting of shareholders revised by the general meeting of shareholders
3. Rules of procedure of the board of directors revised by the general meeting of shareholders
4. Rules of procedure of the board of supervisors revised by the general meeting of shareholders
5. The working system of independent directors was revised by the general meeting of shareholders
6. Rules of procedure of the audit committee of the board of directors revised by the board of directors
7. Amendment to the rules of procedure of the nomination committee of the board of directors
8. Rules of procedure of the remuneration and assessment committee of the board of directors revised by the board of directors
9. Revision of the rules of procedure of the strategy committee of the board of directors
10. Revision of the general manager’s working system by the board of directors
11. Foreign investment management system revised by the general meeting of shareholders
12. The management system of external guarantee was revised by the general meeting of shareholders
13. Decision making system for connected transactions revised by the general meeting of shareholders
14. Measures for the administration of raised funds revised by the general meeting of shareholders
15 management measures for preventing the occupation of funds by controlling shareholders and related parties revised by the general meeting of shareholders
16. Information disclosure management system revised by the board of directors
17 internal reporting system of major information revised by the board of directors
18. Revision of investor relations management system by the board of directors
19 “accountability system for major errors in annual report information disclosure” revised by the board of directors
20 the board of directors revised the registration system for insiders
21 “annual report working system of the audit committee of the board of directors” added by the board of directors
22 “management system for external submission of information” added by the board of directors
23. Revision of the working system of the Secretary of the board of directors
Since the articles of association, rules of procedure and various systems are revised in full text, no comparison will be made one by one. In other systems, the modifications caused only by the change of the company’s name will not be listed and disclosed separately.
The revised articles of association, rules of procedure of the general meeting of shareholders, rules of procedure of the board of directors, rules of procedure of the board of supervisors, working system of independent directors, decision-making system of connected transactions, management system of external guarantee, management system of external investment The management measures for raised funds and the management measures for preventing the occupation of funds by controlling shareholders and related parties need to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval. It is hereby announced.
Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) board of directors April 7, 2022