天源迪科: 公司章程（2025年8月）

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 [1][2] - The company was established as a joint-stock company based on the net assets of the original Shenzhen Tianyuan Dico Computer Co., Ltd. and registered with the Shenzhen Market Supervision Administration [1][2] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 27 million shares, which were listed on the Shenzhen Stock Exchange on January 20, 2010 [1][3] Company Information - The registered name of the company is Shenzhen Tianyuan Dico Information Technology Co., Ltd., with a registered capital of RMB 637,744,672 [2][3] - The company is located at 1 Guangxia Road, Chuangzhi Cloud Center, Meilin Community, Futian District, Shenzhen, with a postal code of 518049 [2] Corporate Structure - The company is a permanent joint-stock company, with the chairman serving as the legal representative [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 [3] Business Objectives and Scope - The company's business objective is to create value through ideas and provide software services to society [3][4] - The business scope includes the sale and after-sales service of computer software and hardware, network design, software development, system integration, and related technical services [3][4] Share Issuance - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [4][5] - The company has issued a total of 637,744,672 shares, all of which are ordinary shares [4][5] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to request meetings and supervise the company's operations [8][9] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [13][14] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [18][19] - Shareholder meetings require a quorum and must follow legal and regulatory requirements for decision-making [28][29] Voting and Resolutions - Resolutions at shareholder meetings can be ordinary or special, with different voting thresholds required for each type [80][81] - Ordinary resolutions require a simple majority, while special resolutions require a two-thirds majority of the voting rights present [80][81]