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腾亚精工: 关于修订《公司章程》的公告

Core Viewpoint - Nanjing Tengya Precision Technology Co., Ltd. has revised its Articles of Association to enhance corporate governance and internal control, aligning with the latest legal and regulatory requirements [1][2][3]. Summary by Sections Revision of Articles of Association - The company has amended specific clauses in its Articles of Association to better protect the rights of shareholders, employees, and creditors, and to ensure compliance with the latest laws and regulations [1][2]. - The revisions include changes to the definitions of stakeholders and the responsibilities of the legal representative [3][4]. Corporate Structure and Responsibilities - The Articles now clarify that the general manager serves as the legal representative of the company, and the company is liable for civil activities conducted by the legal representative [3][4]. - The company’s assets are divided into equal shares, and shareholders are only liable to the extent of their subscribed shares [4][5]. Share Issuance and Rights - The company will issue shares based on principles of openness, fairness, and justice, ensuring equal rights for all shareholders of the same class [6][7]. - The total number of shares issued by the company remains at 141.75792 million shares, with the structure being ordinary shares [6][7]. Financial Assistance and Capital Increase - The company and its subsidiaries are prohibited from providing financial assistance to individuals purchasing company shares, except for employee stock ownership plans [7][8]. - The company can increase its capital through various methods, including public offerings and private placements, as approved by the shareholders [10][11]. Shareholder Rights and Obligations - Shareholders have the right to request meetings, vote, and access company documents, ensuring transparency and accountability [15][16]. - The Articles stipulate that shareholders must fulfill their financial obligations and cannot withdraw their capital except as legally permitted [21][22]. Governance and Legal Compliance - The company’s governance structure has been strengthened, with clear procedures for decision-making and accountability for board members and management [23][24]. - The Articles emphasize the importance of compliance with laws and regulations, particularly regarding related party transactions and the protection of minority shareholders [24][25].