CHJ(SZ:002345) Zheng Quan Zhi Xing·2025-06-09 11:19Core Viewpoint - The company, Guangdong Chao Hong Ji Industrial Co., Ltd., has approved the draft of the Articles of Association applicable after the issuance and listing of H shares, which will be effective upon the completion of the listing process in Hong Kong [1][2]. Group 1: Company Structure and Governance - The company plans to issue H shares and list on the main board of the Hong Kong Stock Exchange, necessitating amendments to its Articles of Association and related rules [1][2]. - The draft Articles of Association and its attachments, including the rules for shareholder and board meetings, will take effect after approval at the first extraordinary general meeting in 2025 [2][3]. - The current Articles of Association will remain valid until the new ones come into effect, at which point they will automatically become invalid [2]. Group 2: Amendments to Articles of Association - The amendments include changing the reference from "Securities Exchange" to "Shenzhen Securities Exchange" and updating legal references to align with the new listing requirements [2][3]. - The company’s registered capital and share structure will be defined, with H shares being issued at a par value of RMB 1 per share [7][10]. - The company will ensure that all H shares are transferable in accordance with the laws and regulations of the listing jurisdiction [10][12]. Group 3: Shareholder Rights and Obligations - Shareholders will have rights to attend meetings and vote based on their shareholdings, with each share granting one vote [26]. - There are specific provisions regarding the transfer of shares, including restrictions on the transfer of shares within one year of issuance [30]. - The company will maintain a shareholder register, which serves as proof of share ownership, and will comply with relevant laws for lost shares [13][12]. Group 4: Board and Management Responsibilities - The board of directors is responsible for convening shareholder meetings within specified timeframes and must respond to requests for extraordinary meetings [52][54]. - Directors must adhere to legal obligations and avoid conflicts of interest, ensuring that their actions align with the company's best interests [101][102]. - The company will disclose information as required by law and cooperate with regulatory authorities in case of legal judgments affecting the company [36].