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炬申股份: 公司章程(2025年5月修订)

General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law of the People's Republic of China and other relevant regulations [1][2] - The company was approved by the China Securities Regulatory Commission to issue 32.242 million shares of RMB ordinary stock to the public on April 2, 2021, and was listed on the Shenzhen Stock Exchange on April 29, 2021 [1][3] - The registered capital of the company is RMB 128.8 million [1][2] Business Objectives and Scope - The company's business objectives are integrity, safety, standardization, and efficiency [2][3] - The business scope includes import and export of goods, road freight transport (excluding hazardous goods), general cargo storage services, information consulting services, enterprise management consulting, domestic freight forwarding, loading and unloading, non-residential real estate leasing, and property management [3] Shares - The company's shares are in the form of stocks, with each share having a par value of RMB 1 [4][5] - The total number of shares issued by the company is 128.8 million, all of which are RMB ordinary shares [5][6] - The company cannot provide any financial assistance to individuals or entities purchasing or intending to purchase its shares [5][6] Shareholder Rights and Obligations - Shareholders have the right to receive dividends and other forms of profit distribution according to their shareholding [11][12] - Shareholders can request the convening of shareholder meetings, supervise the company's operations, and access company documents [11][12] - Shareholders holding more than 5% of voting shares must report any pledging of their shares to the company [15][16] Shareholder Meetings - The company must hold an annual general meeting within six months after the end of the previous fiscal year [17][18] - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of the shares [19][20] - The notice for shareholder meetings must include the time, place, agenda, and voting procedures [22][23] Voting and Resolutions - Ordinary resolutions require a simple majority of the voting rights present, while special resolutions require at least two-thirds of the voting rights [31][32] - Certain transactions, such as capital increases or decreases, mergers, and significant asset purchases, require special resolutions [31][32] - Related shareholders must abstain from voting on matters involving related transactions [35][36]