General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [2] - The registered capital of the company is RMB 402,600,000.00 [3] - The company operates from March 20, 1997, to March 20, 2037 [3] Business Objectives and Scope - The company's business objectives include creating value for users, market value for enterprises, happiness for employees, and quality returns for shareholders [4] - The business scope includes bearing manufacturing, import and export of goods, and various technical services [5] Shares - The company's shares are issued in the form of stocks, with equal rights for each type of share [6] - The total number of shares is 402,600,000, all of which are ordinary shares [6] - The controlling shareholder, Wafangdian Bearing Group Co., Ltd., holds 60.6% of the shares after a capital increase [6] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, attend meetings, supervise the company, and transfer their shares [11] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [40] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [48][49] - Decisions at shareholder meetings require a majority or two-thirds majority vote, depending on the type of resolution [80][82] - Shareholders can propose agenda items and must be notified of meetings in advance [58][60] Management and Governance - The company has a board of directors responsible for major decisions, including profit distribution and capital changes [46] - The board must report to shareholders annually and address their inquiries during meetings [74][75] - The company has established rules for the conduct of meetings to ensure order and compliance with legal requirements [73]
瓦轴B: 公司章程