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城建发展: 城建发展公司章程(2025年修订)

Core Points - The company aims to adapt to the requirements of the socialist market economy and establish a modern state-owned enterprise system with Chinese characteristics [2][3] - The company was established on September 4, 1998, and registered on December 30, 1998, with a registered capital of RMB 2,075,743,507 [4][6] - The company operates in real estate development and related industries, focusing on maximizing shareholder value and corporate value [6][16] Company Structure - The company is a joint-stock limited company established in accordance with the Company Law and other relevant regulations [2][4] - The company has a board of directors, senior management, and a party committee that plays a leading role in governance [5][11] - The legal representative of the company is the chairman, who must be replaced within 30 days if they resign [6][8] Share Structure - The total number of shares issued by the company is 2,075,743,507, all of which are ordinary shares [7][22] - The company can provide financial assistance for others to acquire its shares, but the total amount of such assistance cannot exceed 10% of the total issued capital [8][10] - The company has specific regulations regarding the issuance, transfer, and repurchase of shares [7][9] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company decisions, as well as obligations to comply with laws and the company's articles of association [12][16] - Shareholders holding more than 5% of shares must report any pledges of their shares to the company [42] - The company must maintain a shareholder register that serves as proof of share ownership [33] Governance and Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for calling and conducting these meetings [20][21] - Decisions at shareholder meetings require a majority or two-thirds majority vote, depending on the nature of the resolution [31][32] - The company must ensure that all meetings are conducted in accordance with legal and regulatory requirements, including proper notice and documentation [52][66]