天新药业: 公司章程

Core Points - Jiangxi Tianxin Pharmaceutical Co., Ltd. was established as a joint-stock company through the overall transformation of Jiangxi Tianxin Pharmaceutical Co., Ltd. [1] - The company was approved by the China Securities Regulatory Commission (CSRC) to issue 43.78 million shares of ordinary stock to the public on June 13, 2022, and was listed on the Shanghai Stock Exchange on July 12, 2022 [1] - The registered capital of the company is RMB 437.78 million, and it is located in the industrial park of Lepin City, Jingdezhen, Jiangxi Province [1] Company Structure - The company is governed by its articles of association, which are legally binding for the company, shareholders, directors, and senior management [1] - The legal representative of the company is the chairman or general manager, who must be appointed within 30 days of resignation [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 all its assets [1] Business Objectives and Scope - The company's business objectives include strengthening the enterprise, achieving employee success, serving society, and promoting human health [1] - The business scope includes drug production, drug wholesale, production of feed additives, food additives, and hazardous chemicals, among others [1] Share Issuance and Management - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [3] - The company has issued a total of 43.78 million shares, all of which are ordinary shares with a par value of RMB 1 per share [4] - The company may increase or decrease its registered capital based on shareholder resolutions and legal regulations [3][4] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, supervision of company operations, and access to company documents [7] - Shareholders must comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [9] - The company must maintain a shareholder register based on records from the securities registration and settlement institution [7] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting required to be held within six months after the end of the previous fiscal year [10] - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of the shares [10] - Decisions made at shareholder meetings require a majority or two-thirds majority vote, depending on the type of resolution [18]