实益达: 公司章程修订对照表

Core Viewpoint - The company is revising its articles of association to enhance corporate governance and standardize operations in accordance with relevant laws and regulations [2][3][4]. Summary by Sections Corporate Governance - The company plans to add provisions for employee directors in its articles of association and standardize the terminology from "shareholders' meeting" to "shareholders' assembly" [3][4]. - The powers of the supervisory board will be transferred to the audit committee, with relevant modifications made to the articles regarding the supervisory board [3][4]. Legal Responsibilities - The legal representative of the company will be the chairman, and if the chairman resigns, it will be considered a simultaneous resignation from the legal representative role [4]. - The company will bear civil liability for activities conducted by the legal representative on its behalf, and can seek compensation from the legal representative if damages occur due to their actions [4]. Shareholder Rights and Responsibilities - Shareholders are entitled to rights such as receiving dividends, attending meetings, and supervising company operations [14][33]. - Shareholders must comply with laws and the articles of association, and are prohibited from abusing their rights to harm the company or other shareholders [22][39]. Capital Management - The company can provide financial assistance for acquiring its shares, with the total amount not exceeding 10% of the issued capital [7][22]. - The company can increase capital through various methods, including public offerings and private placements, as approved by the shareholders' assembly [7][22]. Decision-Making Processes - The shareholders' assembly is the company's decision-making body, responsible for key matters such as approving financial reports, profit distribution, and major asset transactions [28][45]. - Decisions regarding external guarantees must be approved by the shareholders' assembly if they exceed certain thresholds related to the company's net assets [30][46]. Compliance and Legal Actions - Shareholders have the right to request the company to take legal action against directors or senior management if they violate laws or the articles of association [19][21]. - The company must fulfill its information disclosure obligations in accordance with legal requirements and cooperate with court decisions [17][21].