润禾材料: 公司章程（2025年5月）

General Overview - Ningbo Runhe High-Tech Materials Co., Ltd. is established as a joint-stock company under the Company Law of the People's Republic of China [1][3] - The company was formed by the overall restructuring of its predecessor, Ningbo Runhe High-Tech Materials Co., Ltd., and has inherited all rights and obligations [3][4] - The company is registered with a capital of RMB 179.867353 million [3][4] Company Structure - The company has issued a total of 179,867,353 shares, all of which are ordinary shares [4][5] - The company follows principles of openness, fairness, and justice in its share issuance [4][5] - The company’s shares are stored in a centralized manner at the Shenzhen branch of China Securities Depository and Clearing Co., Ltd. [4][5] Business Objectives and Scope - The company's business objective is to adopt advanced technology and scientific management methods to improve economic efficiency and provide acceptable returns to investors [3][4] - The approved business scope includes research, manufacturing, and sales of organic silicon new materials and textile printing and dyeing auxiliaries, as well as logistics and import-export activities [3][4] Shareholder Rights and Responsibilities - Shareholders have the right to request information, supervise the company's operations, and participate in decision-making processes [16][18] - The company ensures the protection of shareholders' rights, particularly for minority shareholders [16][17] - Shareholders are obligated to comply with laws and regulations, and they cannot abuse their rights to harm the company or other shareholders [16][17] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for convening and voting [42][43] - Shareholder meetings must be held within two months of certain significant events, such as losses reaching one-third of the registered capital [43][44] - The company provides a platform for online voting to facilitate shareholder participation [80][81] Decision-Making Processes - Ordinary resolutions require more than half of the voting rights present, while special resolutions require two-thirds [75][77] - The company must disclose the voting results for significant matters affecting minority investors [35][36] - Related party transactions must exclude the votes of related shareholders to ensure fairness [36][37]