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成大生物: 辽宁成大生物股份有限公司章程

Core Points - Liaoning Chengda Biotechnology Co., Ltd. was established as a joint-stock company in accordance with the Company Law and other relevant regulations [1] - The company completed its initial public offering of 41.65 million shares on October 28, 2021, after approval from the Shanghai Stock Exchange [1][3] - The registered capital of the company is RMB 416.45 million [1] - The company is committed to the research, development, production, and promotion of biological products, adhering to the core values of integrity, responsibility, and quality control [1][2] Company Structure and Governance - The company is governed by a board of directors, with the chairman serving as the legal representative [1] - 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 its entire assets [1] - The company has established procedures for external guarantees and related party transactions, requiring board or shareholder approval [1][2] Share Issuance and Management - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [3][5] - The total number of shares issued at the time of establishment was 360 million, with the current total being 41.65 million shares [5] - The company has specific regulations regarding the increase, decrease, and repurchase of shares, requiring shareholder approval for significant transactions [5][6] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in company decisions, as well as the right to inspect company documents [9][10] - The company must hold annual and extraordinary shareholder meetings, with specific procedures for calling and conducting these meetings [25][26] - Shareholders holding more than 3% of shares for over 180 days can request access to the company's accounting records [10] Financial Management and Transactions - The company must submit significant transactions, including guarantees and financial assistance, for shareholder approval [51][52] - Transactions involving related parties that exceed certain thresholds require evaluation and approval [53][54] - The company is prohibited from providing financial assistance for the acquisition of its shares, except under specific conditions [5][6]