ST亚联: 关于修订《公司章程》的公告

Core Viewpoint - The company, Jilin Yalian Development Technology Co., Ltd., has proposed amendments to its Articles of Association to enhance decision-making efficiency and optimize corporate governance structure in response to its operational development needs [1]. Summary by Sections Amendments Overview - The amendments aim to protect the legal rights of the company, shareholders, employees, and creditors, and to standardize the company's organization and behavior [1]. - The company is a joint-stock limited company established in accordance with the Company Law and other relevant regulations [2]. Legal Representation and Responsibilities - The chairman of the board serves as the legal representative of the company, and if the chairman resigns, a new legal representative will be appointed within 30 days [2]. - The company is liable for its debts with all its assets, and shareholders are liable for the company's debts only to the extent of their subscribed shares [3]. Share Issuance and Rights - The company issues shares based on principles of openness, fairness, and justice, ensuring equal rights for each share of the same category [4]. - The company has a total of 393,120,000 shares issued, with specific regulations on the issuance and transfer of shares [6][10]. Financial Assistance and Capital Increase - The company or its subsidiaries are prohibited from providing financial assistance for the acquisition of shares, except for employee stock ownership plans [6]. - The company can increase capital through various methods, including public offerings and issuing shares to specific investors, subject to shareholder approval [7][8]. Shareholder Rights and Obligations - Shareholders have rights to dividends, participate in meetings, supervise company operations, and request information [16][17]. - Shareholders holding more than 5% of shares must report any pledges of their shares to the company [22]. Governance and Decision-Making - The company’s board of directors is responsible for convening shareholder meetings and must comply with legal and regulatory requirements [30][31]. - The company must hold a temporary shareholder meeting within two months under certain conditions, such as insufficient board members or significant losses [49][50].