COTRAN(SZ:300731) Zheng Quan Zhi Xing·2025-07-14 00:12Core Viewpoint - Shenzhen Kexin New Materials Co., Ltd. is revising its Articles of Association and related systems to enhance corporate governance and comply with updated legal regulations [1][2]. Summary by Sections Reason for Modification - The company aims to improve operational standards and governance structure by canceling the supervisory board and transferring its powers to the audit committee of the board of directors [1][2]. Revision of Articles of Association - Key changes include adjustments to the governance structure, addition of provisions for employee representative directors, and removal of the supervisory board section [2][3]. - The revisions involve a comprehensive review of the Articles of Association, with significant changes highlighted while minor textual adjustments are not detailed [2]. Specific Amendments - The first article emphasizes the protection of the rights of shareholders and creditors, aligning with the latest legal requirements [3]. - The second article confirms the company's establishment under relevant laws, with registration details provided [4]. - The governance structure now includes provisions for the chairman as the legal representative and outlines responsibilities related to civil activities [4]. - The company’s assets are divided into equal shares, with shareholders liable only to the extent of their subscribed shares [5]. - The Articles of Association will serve as a binding document for the company, shareholders, and management, detailing rights and obligations [5][6]. Share Issuance and Capital Increase - The company will issue shares publicly, ensuring equal rights for all shareholders [6][7]. - The issuance of shares will be at a nominal value of RMB 1.00 per share [7][8]. Shareholder Rights and Obligations - Shareholders have rights to dividends, participation in meetings, and oversight of company operations [13][14]. - The company outlines the process for shareholders to request access to company documents and the conditions under which such requests can be denied [14][15]. Governance and Legal Compliance - The company emphasizes compliance with laws and regulations, ensuring that decisions made by the board and shareholders are valid and enforceable [15][16]. - Provisions are included to protect minority shareholders from actions by controlling shareholders that may harm their interests [16][17]. Financial Assistance and Share Repurchase - The company may provide financial assistance for acquiring shares under specific conditions, with limits set on the total amount [9][10]. - The company can repurchase its shares under certain circumstances, such as capital reduction or mergers [10][11]. Responsibilities of Directors and Management - Directors and management are held accountable for safeguarding company assets and may face penalties for negligence [27].