Core Points - The company, Montage Technology Co., Ltd., aims to protect the rights and interests of shareholders, employees, and creditors while adhering to relevant laws and regulations [1] - The company was established as a joint-stock limited company and is registered in Shanghai, with a unified social credit code [1] - The company successfully issued 112,981,389 A-shares in June 2019 and was listed on the Shanghai Stock Exchange [1] - The company is focused on technological innovation in the integrated circuit field, aiming to meet customer demands for high-performance chips [1] Company Structure - The registered capital of the company is not specified in the document [1] - The company is a permanent joint-stock limited company [1] - The chairman of the board represents the company in executing its affairs and serves as the legal representative [1] Share Issuance and Structure - The company issues shares in the form of stocks, with equal rights for each share of the same category [2] - The total number of shares issued at the establishment was 903,851,100 shares, with a par value of 1 RMB per share [3] - The company has issued A-shares and H-shares, with specific storage and management arrangements for each type [3][4] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company meetings based on their shareholdings [6] - Shareholders holding more than 5% of shares must report any pledges of their shares within two trading days [10] - Shareholders are obligated to comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [10] Governance and Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for calling and conducting these meetings [15][16] - The board of directors is responsible for convening shareholder meetings and must provide timely notifications [16] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [19] Financial and Operational Conduct - The company must disclose significant transactions and financial assistance provided to shareholders or related parties [13][14] - The board must ensure compliance with legal and regulatory requirements in all financial dealings [14] - The company is required to maintain transparency and uphold the interests of all shareholders in its operations [11][12]
澜起科技: 澜起科技股份有限公司章程(草案)(H股发行并上市后适用)