三花智控: 公司章程（2025年8月）

Core Points - The company is Zhejiang Sanhua Intelligent Controls Co., Ltd., established as a joint-stock company in accordance with Chinese laws [2][3] - The company was approved for its initial public offering (IPO) in 2005, issuing 30 million shares, with 24 million shares listed on the Shenzhen Stock Exchange [3] - The registered capital of the company is approximately RMB 42.08 billion [4] - The company aims to optimize product structure and develop core technologies to create value for shareholders and serve society [5][6] Company Structure - The company is a permanent joint-stock company, with all capital divided into equal shares, and shareholders are liable only to the extent of their shares [4][5] - The chairman serves as the legal representative of the company, and the company must appoint a new legal representative within 30 days if the chairman resigns [4][5] - The company has a structured governance framework, allowing shareholders to sue the company’s directors, supervisors, and senior management if necessary [4][5] Share Issuance and Management - The company issues shares in the form of stocks, with A-shares listed on the Shenzhen Stock Exchange and H-shares on the Hong Kong Stock Exchange [7][8] - The company has issued a total of 4,208,013,935 shares, all of which are ordinary shares [8] - The company can increase its capital through various methods, including public offerings and private placements, subject to shareholder approval [9][10] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in shareholder meetings, as well as the right to supervise the company's operations [13][14] - Shareholders holding more than 5% of shares must report any pledges of their shares to the company [17] - The company’s controlling shareholders and actual controllers are obligated to act in the best interests of the company and its public shareholders [17] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the fiscal year, and special meetings can be called under certain conditions [19][20] - Shareholder proposals must be submitted in writing and can be made by shareholders holding at least 1% of the shares [23][24] - The company ensures that all shareholders can participate in meetings, including through online voting options [20][26]