General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [3] - The registered capital of the company is RMB 112,770,840 [3] - The company is permanently established and will continue to exist [3] Legal Representative - The legal representative of the company is the general manager, who is responsible for executing company affairs [3][4] - The company will determine a new legal representative within 30 days of the resignation of the current one [2] Share Issuance and Capital Structure - The company issued 20.2 million shares to the public on June 22, 2022, and is listed on the Shenzhen Stock Exchange [3] - The company has a total of 112,770,840 shares, all of which are ordinary shares [6] - The shares are issued based on the principles of openness, fairness, and justice, with equal rights for each share of the same category [5] Business Objectives and Scope - The company's business objectives include utilizing the advantages of a joint-stock system to enhance competitiveness and create substantial returns for shareholders [7] - The business scope includes manufacturing and sales of daily chemical products, food additives, and non-residential real estate leasing, among others [7] Shareholder Rights and Responsibilities - Shareholders have the right to request the board of directors to execute decisions within 30 days [12] - Shareholders can sue the company or its directors for violations of rights and obligations as stipulated in the articles of association [4][12] - Shareholders are obligated to comply with laws and regulations and cannot withdraw their capital except as legally permitted [22] Share Transfer and Trading - Shares must be transferred in accordance with the law, and the company does not accept its own shares as collateral [14] - Directors and senior management must declare their shareholdings and are restricted in transferring shares during their tenure [11] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the previous fiscal year [33] - Shareholders holding more than 10% of shares can request a temporary shareholder meeting [56] - The company must provide adequate notice of meetings, including time, place, and agenda [38] Decision-Making and Voting - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds approval from attending shareholders [48] - The company must ensure that voting rights are exercised fairly, especially for minority shareholders [49] Financial Management and Auditing - The company must maintain transparency in financial dealings and provide necessary conditions for the activities of the Communist Party organization within the company [4] - The board of directors is responsible for ensuring compliance with legal and regulatory requirements in financial reporting [18]
亚香股份: 公司章程