万控智造: 万控智造：公司章程（2025年7月修订）

Core Points - The company is established as a joint-stock limited company in accordance with the Company Law of the People's Republic of China and other relevant regulations [3][4] - The company was approved by the China Securities Regulatory Commission to issue 60 million shares of ordinary stock to the public on February 10, 2022, and was listed on the Shanghai Stock Exchange on March 10, 2022 [3][4] - The registered capital of the company is RMB 401 million [3][4] Company Structure - The company is represented by a board of directors, with the legal representative elected by a majority of the board [4] - The legal representative is responsible for civil activities conducted in the name of the company, and the company bears the legal consequences of these activities [4] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [4][5] Business Objectives and Scope - The company's business objective is customer-centric and market-oriented, aiming to create more value for society and greater benefits for shareholders [5][6] - The business scope includes research, manufacturing, installation, debugging, sales, and maintenance of intelligent grid electrical equipment, information sensing systems, and related components [6][7] Share Issuance and Structure - The company's shares are issued in the form of stocks, with all shares of the same category having equal rights [6][7] - The total number of shares is 401 million, all of which are ordinary shares [7][8] - The company cannot provide financial assistance for others to acquire its shares, except under specific conditions approved by the shareholders' meeting [7][8] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, participate in meetings, supervise the company's operations, and transfer their shares [13][14] - Shareholders must comply with laws and regulations, pay for their subscribed shares, and cannot withdraw their capital except as legally permitted [17][18] - Shareholders who abuse their rights causing losses to the company or other shareholders are liable for compensation [17][18] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting required to be held within six months after the end of the previous fiscal year [49][50] - Shareholder meetings can be conducted in person or via electronic communication, and all shareholders have the right to attend and vote [50][51] - The board of directors is responsible for convening shareholder meetings and must provide timely notifications [52][53] 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 [80][81] - Certain matters, such as capital changes and mergers, require special resolutions [82][83] - Related party shareholders must abstain from voting on matters that involve their interests [84]