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兰生股份: 东浩兰生会展集团股份有限公司章程(2025年8月修订)

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior according to relevant laws and regulations [1][4] - The company is established as a joint-stock company in accordance with the regulations of Shanghai and has been registered with the Shanghai Market Supervision Administration [1][3] - The registered capital of the company is RMB 735,533,549 [3] Business Objectives and Scope - The company's business objective is to become an internationally recognized and domestically leading exhibition enterprise group, enhancing core competitiveness and service quality in the exhibition industry [4][5] - The business scope includes various services such as conference and exhibition services, cultural and artistic exchange activities, project planning, marketing planning, and technology services [5] Shares - The company's shares are issued in the form of stocks, with each share having equal rights [6][17] - The total number of issued shares is 735,533,549, all of which are ordinary shares [6][7] - The company can increase capital through various methods, including issuing new shares, with specific conditions for shareholder rights during such processes [8][23] Shareholders and Shareholder Meetings - Shareholders have rights to dividends, voting, and other benefits proportional to their shareholdings [14][34] - The company must hold an annual general meeting within six months after the end of the previous fiscal year, and special meetings can be called under certain conditions [21][48] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [26][59] Board of Directors and Management - The board of directors is responsible for the overall management of the company, and independent directors are required to ensure transparency and accountability [18][19] - The company must establish an audit committee to oversee financial practices and ensure compliance with laws and regulations [17][39] Financial Accounting and Auditing - The company is required to maintain a financial accounting system and undergo internal audits [8][4] - The appointment of external auditors must be approved by the shareholders [8][20] Amendments and Legal Compliance - The company's articles of association can be amended through a special resolution passed by the shareholders [32] - The company must comply with all relevant laws and regulations, including those related to shareholder rights and corporate governance [18][19]