云内动力: 公司章程（2025年5月）

Core Points - The articles outline the articles of association for Kunming Yunnei Power Co., Ltd, emphasizing the legal framework and governance structure of the company [1][2][3] Group 1: Company Overview - Kunming Yunnei Power Co., Ltd is established as a joint-stock company in accordance with the Company Law and Securities Law of the People's Republic of China [1][2] - The company was approved by the Yunnan Provincial Government and registered with the Yunnan Provincial Administration for Industry and Commerce [1][2] - The registered capital of the company is RMB 1,934,961,410 [2] Group 2: Business Objectives and Scope - The company's business objectives include adhering to national policies and regulations, focusing on market orientation, and ensuring high-quality and efficient operations [2][3] - The business scope includes manufacturing special equipment, general equipment manufacturing, mechanical equipment research and development, and various sales and services related to machinery and electronics [3] Group 3: Share Issuance and Management - The company issues shares in the form of stocks, ensuring equal rights for all shareholders [4][5] - The total number of shares issued by the company is 1,934,961,410, all of which are ordinary shares [4][5] - The company can increase its capital through various methods, including public offerings and private placements, as decided by the shareholders' meeting [5][6] Group 4: Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company governance, as well as obligations to comply with laws and the company's articles of association [9][10] - The company maintains a shareholder register to document ownership and rights [9][10] - Shareholders holding more than 5% of shares must report any pledges of their shares to the company [12] Group 5: Shareholder Meetings - The company holds annual and extraordinary shareholder meetings to discuss key decisions, including financial reports and capital changes [13][14] - Shareholder meetings can be convened by the board of directors or by shareholders holding a significant percentage of shares [16][17] - Voting at shareholder meetings is conducted through various methods, including on-site and online voting [21][22] Group 6: Decision-Making and Voting Procedures - Ordinary resolutions require a simple majority, while special resolutions require a two-thirds majority of the votes cast [77][79] - The company ensures transparency in voting, especially for matters affecting minority shareholders [30][31] - The articles specify procedures for proposing and discussing agenda items at shareholder meetings [51][52]