湖南发展: 关于修订《公司章程》及其附件的公告

Core Viewpoint - Hunan Development Group Co., Ltd. has revised its Articles of Association to comply with the new Company Law and related regulations, eliminating the supervisory board and transferring its powers to the audit committee of the board of directors [1][2]. Summary by Sections Company Structure and Governance - The company will no longer have a supervisory board, with its functions being assumed by the audit committee of the board of directors [1]. - The revised Articles of Association emphasize the importance of maintaining the legal rights of shareholders and creditors while enhancing the company's governance structure [1][2]. Articles of Association Changes - The first article of the Articles of Association has been modified to focus on protecting the rights of shareholders and creditors, while also emphasizing the leadership of the Communist Party [1]. - The company has established a clear mechanism for the responsibilities of the board of directors and the management team, ensuring effective checks and balances [6][11]. Shareholder Rights and Responsibilities - Shareholders are entitled to various rights, including profit distribution and the ability to participate in decision-making processes [15][16]. - The company has outlined the obligations of shareholders, including compliance with laws and regulations, and the prohibition of actions that harm the company or other shareholders [22][23]. Capital Structure and Share Issuance - The company has a total of 464,158,282 shares, all of which are ordinary shares with no other categories [23]. - The issuance of shares will adhere to principles of fairness and transparency, ensuring equal rights for all shareholders [19][20]. Financial Assistance and Share Repurchase - The company may provide financial assistance for share purchases under specific conditions, with a limit set at 10% of the total issued capital [24]. - The company is prohibited from repurchasing its shares except under certain circumstances, such as capital reduction or employee stock ownership plans [26][27].