洲际油气: 洲际油气股份有限公司章程（2025年修订）

Core Points - The company is established as a joint-stock limited company in accordance with the Company Law and Securities Law of the People's Republic of China [3][4] - The registered capital of the company is RMB 4,149,009,280 [4] - The company aims to serve society and provide returns to shareholders, emphasizing integrity, cooperation, rigor, and practicality [8] - The company engages in oil exploration and development, petrochemical investment, and related services [8] Company Structure - The company is represented by the chairman, who is also the legal representative [6] - The legal representative's civil activities bind the company, and the company is liable for damages caused by the legal representative in the course of their duties [6][10] - Shareholders are liable for the company's debts only to the extent of their shareholdings, while the company is liable for its debts with its entire assets [10] Share Issuance and Ownership - The company has issued a total of 4,149,009,280 shares, all of which are ordinary shares with a par value of RMB 1 per share [21] - The major shareholders include Hainan New Industry Investment Co., Ltd. holding 22.28% of the shares, and several other entities holding smaller percentages [20] - The company prohibits financial assistance for acquiring its shares, except for employee stock ownership plans [10][11] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and supervision of the company's operations [34] - Shareholders must comply with laws and the company's articles of association, and they are responsible for maintaining the company's interests [40][41] - The company must hold annual and extraordinary shareholder meetings, with specific procedures for calling and conducting these meetings [48][56] Governance and Compliance - The company must adhere to strict governance practices, including the establishment of an audit committee and compliance with disclosure obligations [22][24] - The company is required to provide necessary conditions for the activities of the Communist Party organization within the company [7] - The company must ensure that major transactions and guarantees are approved by the board and shareholders, particularly those exceeding specified thresholds [46][47]