Core Points - The articles outline the corporate governance structure and operational guidelines of Vanke Co., Ltd, emphasizing the protection of the rights of shareholders, employees, and creditors [3][4][5] - The company was established in November 1988 and is registered in Shenzhen, with a registered capital of RMB 11,930,709,471 [4][5] - The company operates under the principles of fairness and equality in share issuance, ensuring that all shares of the same category have equal rights [7][8] Chapter Summaries Chapter 1: General Principles - The chapter establishes the legal framework for the company, referencing various laws and regulations to ensure compliance and governance [3][4] - It defines the company's purpose and operational scope, focusing on real estate development and related business activities [6][13] Chapter 2: Business Objectives and Scope - The company's business objectives include promoting economic development and maximizing stakeholder value through sustainable practices [13][14] - The operational scope includes real estate development, industrial ventures, and import-export activities [14] Chapter 3: Shares - The company issues shares in the form of stocks, adhering to principles of fairness and equality [15][16] - The total number of shares issued is 11,930,709,471, with a breakdown of domestic and H shares [21] Chapter 4: Shareholders and Shareholder Meetings - Shareholders have rights to dividends, voting, and participation in company decisions, with specific procedures for shareholder meetings outlined [34][35] - The chapter details the rights and obligations of shareholders, including the process for proposing and voting on resolutions [36][37] Chapter 5: Board of Directors - The board is responsible for the overall governance of the company, including the appointment of senior management and oversight of company operations [38][39] - Independent directors play a crucial role in ensuring accountability and transparency within the board [40] Chapter 6: Management and Senior Executives - The chapter outlines the qualifications and responsibilities of senior management, emphasizing their duty to act in the best interests of the company and its shareholders [41][42] Chapter 7: Financial, Accounting, and Auditing - The company is required to maintain a robust financial accounting system and undergo regular audits to ensure financial integrity [43][44] Chapter 8: Notifications, Announcements, and Investor Relations - The company must adhere to strict guidelines for communication with shareholders and the public, ensuring transparency and timely disclosure of information [45][46] Chapter 9: Mergers, Divisions, Capital Increases, Reductions, Dissolution, and Liquidation - Procedures for corporate restructuring, including mergers and capital adjustments, are defined to protect shareholder interests [47][48] Chapter 10: Amendments to the Articles - The process for amending the articles of association is outlined, requiring shareholder approval for significant changes [49][50] Chapter 11: Supplementary Provisions - Additional provisions cover various operational aspects of the company, ensuring compliance with relevant laws and regulations [51][52]
万 科A: 万科企业股份有限公司章程(2025年6月修订)