圣泉集团: 圣泉集团公司章程

General Provisions - The company aims to protect the legal rights of the company, shareholders, and creditors, and to regulate its organization and behavior according to relevant laws and regulations [1][2] - The company was established as a joint-stock limited company based on the overall restructuring of Jinan Shengquan Chemical Industry Co., Ltd. and was approved by local economic reform committees [2][3] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 81.06 million shares on July 8, 2021, and was listed on the Shanghai Stock Exchange on August 10, 2021 [3][4] Company Structure - The registered capital of the company is RMB 846,401,998 [2][3] - The company is a permanent joint-stock limited company, with the chairman serving as the legal representative [3][4] - The company's assets are divided into equal shares, and shareholders are liable for the company's debts only to the extent of their subscribed shares [3][4] Business Objectives and Scope - The company's business objectives include market-oriented management, systematic technological development, rational production organization, and maximizing shareholder interests [4][5] - The approved business scope includes the research, production, and sales of various chemical products, including furan resin and cold core box resin, as well as power generation and various types of fertilizers [5][6] Share Issuance - The company issues shares in the form of stocks, with each share having a par value of RMB 1 [6][7] - The initial issuance consisted of 14.65 million shares, with 11.27 million shares (76.9%) subscribed by Jinan Shengquan Industrial Co., Ltd. and 3.38 million shares (23.1%) subscribed by internal employees [7][8] - The total number of shares issued by the company is 846,401,998, all of which are ordinary shares [7][8] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, participate in shareholder meetings, supervise company operations, and request information [11][12] - Shareholders are obligated to comply with laws and regulations, pay their subscribed capital, and not abuse their rights to harm the company or other shareholders [13][14] - Major shareholders (holding over 5% of shares) must report any pledges of their shares to the company [14][15] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting occurring within six months after the end of the previous fiscal year [45][46] - Shareholder meetings are the company's decision-making body, responsible for approving major company decisions, including business plans and financial reports [40][41] - The company must provide adequate notice of meetings, including details on the agenda and voting procedures [57][58] Voting and Resolutions - Resolutions at shareholder meetings can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring a two-thirds majority [78][79] - Shareholders can exercise their voting rights based on the number of shares they hold, with each share granting one vote [80][81] - Related shareholders must abstain from voting on matters that involve their interests to ensure fair decision-making [30][31]