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建科院: 公司章程(2025年6月)

Core Points - The company aims to establish a modern state-owned enterprise system with a focus on ecological civilization and digital transformation in urban construction and operation [3][13] - The company was established as a joint-stock company, inheriting all debts and assets from its predecessor, Shenzhen Architectural Science Research Institute Co., Ltd. [3][4] - The registered capital of the company is RMB 146.67 million, and it was approved for public stock issuance in 2017 [4][6] Company Structure and Governance - The company is governed by a charter that outlines the rights and obligations of shareholders, directors, and senior management [5][12] - The company has a board of directors and a legal representative who is the chairman [8][9] - Shareholders are liable for the company's debts only to the extent of their subscribed shares [10] Business Objectives and Scope - The company's business objectives include providing comprehensive technical services focused on creating a healthy, efficient, and sustainable living environment [13] - The business scope encompasses urban and architectural research, project management, environmental engineering consulting, and green technology services [14][15] Share Issuance and Capital Management - The company has issued a total of 146.67 million shares, all of which are ordinary shares with a par value of RMB 1 [16][18] - The company can increase its capital through various methods, including issuing new shares to unspecified or specific investors [25][26] - The company is restricted from repurchasing its shares except under specific circumstances [27][28] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, attend meetings, and supervise the company's operations [37][38] - Shareholders must comply with laws and the company's charter, and they cannot withdraw their capital except as permitted by law [43][44] - The company must maintain transparency and disclose significant events to shareholders [19][20] Shareholder Meetings - The company holds annual and temporary shareholder meetings to discuss important matters such as financial reports and capital changes [52][53] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [62][63] - The company must provide adequate notice of meetings and ensure that all shareholders can participate [66][67]