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广钢气体: 广州广钢气体能源股份有限公司章程(2025年8月)

General Provisions - Guangzhou Guanggang Gases & Energy Co., Ltd. was established as a joint-stock company based on the audited net asset value of Guangzhou Guanggang Gases Co., Ltd. [1] - The company registered with the Guangzhou Market Supervision Administration and received its business license, with a unified social credit code issued on the date of establishment [2]. - The company was approved for registration by the China Securities Regulatory Commission on July 4, 2023, and issued 329,849,630 shares to the public, listing on the Shanghai Stock Exchange's Sci-Tech Innovation Board on August 15, 2023 [1][2]. Company Structure - The registered capital of the company is RMB 1,319,398,521 [2]. - The company is a permanent joint-stock company, and the legal representative is the director executing company affairs [2][3]. - 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 [2]. Corporate Governance - The company's articles of association serve as a binding legal document for the organization and behavior of the company, shareholders, directors, and senior management [3]. - Senior management includes the general manager, chief operating officer, chief scientist, deputy general managers, chief accountant, and board secretary [4]. - The company has established a Chinese Communist Party organization to play a leading and political core role within the company [4]. Business Objectives and Scope - The company's mission is to provide sustainable environmental and economic value through advanced gas operation technology and innovative solutions, contributing to China's economic transformation [4]. - The main business activities include environmental technology promotion, corporate management, energy technology consulting, and wholesale of chemical products (excluding hazardous chemicals) [4]. Share Issuance and Capital Management - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [5]. - The total number of shares issued by the company is 1,319,398,521, all of which are ordinary shares [6]. - The company may increase its capital through various methods, including issuing shares to unspecified objects or existing shareholders [7]. Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company management, as well as the right to request information and participate in shareholder meetings [11][12]. - Shareholders are obligated to comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [16]. Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting occurring within six months after the end of the previous fiscal year [21]. - Shareholder meetings require a quorum and must follow specific procedures for proposals and voting [25][26]. - The company must provide legal opinions on the legality of the meeting procedures and resolutions [52].