健盛集团: 健盛集团章程

General Information - Zhejiang Jansen Group Co., Ltd. is established as a joint-stock company in accordance with the Company Law and other relevant regulations [1][2] - The company was registered with a capital of RMB 353,183,149 [2] - The company is located at 1699 Zhixing Road, Qiaonan Block, Xiaoshan Economic and Technological Development Zone, Hangzhou [1] Corporate Structure - The company is a permanent joint-stock company with its legal representative being the chairman [2] - The company’s assets are divided into equal shares, and shareholders are liable for the company's debts only to the extent of their subscribed shares [2][3] - The company’s shares are issued in the form of stocks, with each share having a nominal value of RMB 1 [5][20] Business Objectives and Scope - The company's business objective is to pursue excellent product quality, contribute to society, and seek the happiness of employees [3] - The business scope includes sales of textile products, import and export of goods, manufacturing of sports goods and equipment, investment activities, and various technical services [3] Share Issuance and Management - The issuance of shares follows principles of openness, fairness, and justice, ensuring equal rights for all shares of the same type [5] - The company can increase registered capital through various methods, including issuing shares to unspecified objects and reducing registered capital as needed [6][22] - The company is prohibited from providing financial assistance for the purchase of its own shares, except under specific conditions approved by the shareholders' meeting [6][7] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, participate in meetings, supervise company operations, and access company documents [11][12] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and cannot withdraw their capital except as legally permitted [14][15] - Shareholders holding more than 5% of voting shares must report any pledges of their shares to the company [15] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [42][44] - Shareholder meetings require a quorum and decisions are made based on majority or two-thirds majority votes depending on the type of resolution [78][79] - The company must provide legal opinions on the validity of the meeting procedures and the qualifications of attendees [47][48] Legal Compliance and Governance - The company must adhere to legal requirements regarding the conduct of shareholder meetings and the responsibilities of directors and senior management [12][13] - Shareholders can request legal action against directors or senior management for violations of laws or the company’s articles of association [13][14] - The company is obligated to disclose information regarding significant events and decisions affecting shareholder interests [12][19]