LEO(SZ:002131) Zheng Quan Zhi Xing·2025-09-07 09:15Core Viewpoint - The company is revising its Articles of Association and related internal governance rules to comply with the requirements for issuing H shares and listing on the Hong Kong Stock Exchange, which will be submitted for approval at the upcoming extraordinary general meeting of shareholders [1][2]. Summary by Sections Company Articles Revision - The revision of the Articles of Association is necessary for the company's planned issuance of H shares and listing on the Hong Kong Stock Exchange, aligning with relevant Chinese laws and Hong Kong regulations [1][2]. - The revised Articles of Association and related rules will take effect upon the listing of H shares on the Hong Kong Stock Exchange, while the current Articles will remain in effect until then [2]. Comparison of Old and Revised Articles - The original clause regarding the protection of the rights of the company, shareholders, employees, and creditors remains consistent in both the original and revised Articles [3][4]. - The total number of shares issued by the company is stated as 677,177.8703 million shares, with the distinction between A shares and H shares being maintained in the revised Articles [8][9]. - The revised Articles specify that H shares can be held in accordance with the laws and customs of the stock exchange where they are listed, allowing for personal ownership by shareholders [7][10]. Shareholder Rights and Governance - Shareholders are entitled to rights such as profit distribution, participation in meetings, and the ability to supervise company operations, which are reiterated in the revised Articles [16][17]. - The company must maintain a shareholder register, which serves as proof of share ownership, and ensure that it is accessible to shareholders [14][15]. - The revised Articles outline the procedures for shareholder meetings, including the requirement for proper notice and the ability for shareholders to appoint proxies [24][25]. Capital and Financial Governance - The company can increase its capital through various means as decided by the shareholders, with specific provisions for capital reduction and share repurchase included in the revised Articles [9][10]. - The revised Articles stipulate that any external guarantees provided by the company must be approved by the shareholders if they exceed certain thresholds related to the company's audited net assets [22][23]. Compliance and Legal Framework - The company is required to comply with the laws and regulations of both the PRC and Hong Kong regarding the issuance and transfer of shares, ensuring that all governance practices align with these legal frameworks [10][12]. - The revised Articles emphasize the importance of adhering to the rules set forth by the relevant stock exchanges and regulatory bodies, ensuring transparency and accountability in corporate governance [20][21].