扬农化工: 江苏扬农化工股份有限公司章程（草案）

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors, and to regulate its organization and behavior according to relevant laws [2][3] - The company is established as a joint-stock limited company approved by the Jiangsu Provincial Government [3] - The company was approved for its initial public offering of 30 million shares on April 25, 2002, and is listed on the Shanghai Stock Exchange [3][4] - The registered capital of the company is RMB 405,398,884 [4] Business Objectives and Scope - The company's business objective is to operate according to international standards, focusing on technology and innovation in the high-tech pesticide and fine chemical sectors [6] - The company is engaged in the manufacturing and processing of pesticides and fine chemical products, as well as technology development and import-export services [6] Shares - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice [17] - The total number of shares issued by the company is 405,398,884, all of which are ordinary shares [21] - The company cannot provide financial assistance for others to acquire its shares, except under specific conditions approved by the shareholders' meeting [8] Shareholders and Shareholders' Meeting - The company establishes a shareholder register based on records from the securities registration and settlement institution [12] - Shareholders have rights to dividends, request meetings, supervise operations, and access company documents [34] - The shareholders' meeting is the company's authority, responsible for electing directors, approving financial reports, and making significant corporate decisions [46][47] Decision-Making and Voting - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds of the votes [80][82] - Shareholders can propose agenda items for the meeting, and the notice must include detailed information about the proposals [58][61] - The company must ensure that the meeting is conducted orderly and that all legal requirements are met [64][65]