雅本化学: 公司章程（2025年6月）

Company Overview - ABA Chemicals Corporation, established as a joint-stock company, was registered in Suzhou, China, and is governed by the Company Law and Securities Law of the People's Republic of China [1][2] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 22.7 million shares on September 6, 2011 [1][2] - The registered capital of the company is approximately RMB 963.31 million [2] Business Scope - The company operates in the life and health sector, focusing on high-end custom research and development production services (CDMO) and high-quality green health products [3][4] - The licensed business includes the production and sale of raw materials such as Levetiracetam, while general operations involve the research, development, production, and sale of various pharmaceutical intermediates [4] Share Structure - The company has issued a total of 963.31 million shares, all of which are ordinary shares with a par value of RMB 1 per share [5][21] - The company was established through the overall change from a limited liability company, with the total share capital at the time of establishment being 68 million shares [5][21] Shareholder Rights and Responsibilities - Shareholders are entitled to dividends and other benefits proportional to their shareholdings and have the right to participate in shareholder meetings and vote [11][12] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and cannot withdraw their capital except as legally permitted [41] Governance and Management - The company is governed by a board of directors, with the chairman serving as the legal representative [2][3] - The company has established a Communist Party organization to conduct activities in accordance with the Party's regulations [3] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the fiscal year, and special meetings can be called under certain conditions [22][52] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [26][61] Financial Management - The company is prohibited from providing financial assistance for the acquisition of its shares, except under specific circumstances [6][7] - Any significant transactions or guarantees exceeding certain thresholds must be approved by the board and submitted to the shareholders for approval [19][20]