仲景食品: 公司章程

General Information - Zhongjing Food Co., Ltd. is established as a joint-stock company in accordance with the Company Law of the People's Republic of China [2] - The company was approved by the China Securities Regulatory Commission to issue 25 million shares of ordinary stock to the public on September 28, 2020, and was listed on the Shenzhen Stock Exchange on November 23, 2020 [3] - The registered capital of the company is RMB 146 million [6] Business Objectives and Scope - The company's business objective is to operate legally, pay taxes according to regulations, manage scientifically, provide quality services to customers, and maximize shareholder rights and company value [14] - The business scope includes food production, seasoning production, food additive production, beverage production, food sales, and online food sales [14][4] Share Issuance - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [16] - The total number of shares issued by the company is 146 million, all of which are ordinary shares [20] Share Capital Management - The company can increase its capital through public or private share issuance, distributing bonus shares, or converting reserves into share capital, among other methods [22] - The company is prohibited from repurchasing its own shares except under specific circumstances, such as reducing registered capital or merging with other companies [24] Share Transfer and Restrictions - Shares can be transferred legally, but shares held by founders cannot be transferred within the first year of the company's establishment [28] - Directors, supervisors, and senior management are subject to restrictions on the transfer of shares during their tenure and for six months after leaving their positions [30] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, participate in shareholder meetings, supervise company operations, and transfer their shares [32] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and cannot abuse their rights to harm the company or other shareholders [38] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting occurring within six months after the end of the previous fiscal year [44] - Shareholder meetings require proper notice and must include specific agenda items for discussion and voting [56] Voting and Resolutions - Resolutions at shareholder meetings can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring a two-thirds majority [77] - Certain matters, such as amendments to the articles of association or significant asset transactions, require special resolutions [79]