TTC(SH:600326) Zheng Quan Zhi Xing·2025-07-08 16:12General Provisions - Tibet Tianlu Co., Ltd. is established as a joint-stock company in accordance with the Company Law and other relevant regulations [2] - The company was approved by the Tibet Autonomous Region People's Government and registered with the local administration [2][3] - The registered capital of the company is RMB 1,323,334,858 [3] Business Objectives and Scope - The company's business objective is to meet market demand, pursue intensive operations, and raise necessary development funds through capital markets [6] - The company aims to expand its main business in highway engineering while gradually diversifying into a large comprehensive enterprise [6] - The approved business scope includes construction engineering, international road freight transport, and various other construction-related activities [7] Shares - The company's shares are issued in the form of stocks, with all shares being ordinary shares [8] - The total number of shares is 1,323,334,858, and the issuance follows principles of openness, fairness, and justice [8][20] - The company does not provide financial assistance for the purchase of its shares [8] Shareholder Rights and Obligations - Shareholders have rights to dividends, attend meetings, supervise the company, and transfer their shares [13] - Shareholders must comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [16] - Major shareholders (over 5%) must report any pledging of their shares to the company [39] Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with the annual meeting occurring within six months after the end of the fiscal year [43] - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of the shares [27] - Decisions at shareholder meetings require a simple majority for ordinary resolutions and a two-thirds majority for special resolutions [76][78] Voting and Decision-Making - Voting at shareholder meetings is based on the number of shares held, with each share representing one vote [79] - Related party shareholders must abstain from voting on transactions involving their interests [45] - The company must disclose the voting results and ensure transparency in the decision-making process [45]