雷柏科技: 《公司章程》修订案

Core Viewpoint - Shenzhen Rapoo Technology Co., Ltd. has revised several provisions in its articles of association to comply with relevant laws and regulations, including changes in terminology and structural adjustments without affecting the core content [1][2][3]. Group 1: Articles of Association Revisions - The term "shareholders' meeting" has been changed to "shareholders' assembly" throughout the articles [1]. - The company aims to protect the legal rights of the company, shareholders, and creditors, and to standardize its organization and behavior according to the Company Law and Securities Law of the People's Republic of China [1]. - The revised articles will have legal binding force on the company, shareholders, directors, supervisors, and senior management [4][5]. Group 2: Company Structure and Responsibilities - The chairman of the board serves as the legal representative of the company, and their resignation is considered a simultaneous resignation from the legal representative position [2][3]. - The company is responsible for civil activities conducted by the legal representative, and can seek compensation from the representative if damages occur due to their actions [3]. - The company’s assets are divided into equal shares, and shareholders are liable only to the extent of their subscribed shares [4]. Group 3: Share Issuance and Capital Management - The company’s registered capital and share issuance must adhere to principles of openness, fairness, and justice, ensuring equal rights for all shares of the same category [8][9]. - The company can increase its capital through various methods, including public offerings, private placements, and stock dividends, subject to shareholder approval [12]. - The company is prohibited from providing financial assistance for the purchase of its own shares, except under specific circumstances [12][13]. Group 4: Shareholder Rights and Obligations - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to request and attend shareholder meetings [31][32]. - Shareholders must comply with laws and the articles of association, and are prohibited from abusing their rights to harm the company or other shareholders [37][38]. - Major shareholders must report any pledging of their shares to the company on the day it occurs [20].