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迪普科技: 公司章程(2025年8月)
Zheng Quan Zhi Xing· 2025-08-04 16:35
General Information - Hangzhou Deep Technology Co., Ltd. was established as a joint-stock company, inheriting the rights and obligations of the former Hangzhou Deep Technology Co., Ltd. [2][3] - The company was approved by the China Securities Regulatory Commission (CSRC) for its initial public offering of 40.01 million shares on March 22, 2019, and was listed on the Shenzhen Stock Exchange on April 12, 2019 [3][4] - The registered capital of the company is RMB 643,829,039 [4] Company Structure - The company is a permanent stock company, with the legal representative being the chairman of the board [3][4] - 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 [3][4] Business Scope - The company's business scope includes network and information security software development, commercial password product sales, import and export of goods, manufacturing of information security equipment, and various technology services [4][5] Share Issuance - The company's shares are issued in the form of stocks, with each share having an equal amount [7] - The face value of each share is RMB 1, and the shares are centrally deposited with the China Securities Depository and Clearing Corporation [7][8] - The company initially issued 100 million shares to its founders, with specific shareholdings detailed for each founder [8][9] Shareholder Rights and Obligations - Shareholders have rights to dividends, voting, and other benefits according to their shareholdings [20][21] - Shareholders must comply with laws and regulations, and they cannot withdraw their capital except as legally permitted [24][25] Share Transfer and Trading - Shares must be transferred in accordance with the law, and the company does not accept its shares as collateral [28][29] - Directors and senior management are restricted from trading shares during specific periods related to financial reporting [31][32] Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for convening and voting [52][53] - Shareholders holding more than 10% of shares can request the board to convene an extraordinary meeting [56][57] Financial Assistance and Guarantees - The company can provide financial assistance for acquiring its shares under certain conditions, with limits on the total amount [12][13] - Any external guarantees exceeding specified thresholds must be approved by the board and disclosed [30][31]
应让中小股东更好发声
Jing Ji Ri Bao· 2025-07-23 22:13
Core Viewpoint - The article highlights the disrespect shown by some listed companies towards minority shareholders, emphasizing the importance of their participation in corporate governance and decision-making processes [1][2]. Group 1: Company Governance - Some listed companies treat shareholder meetings as mere formalities, often disregarding the rights and opinions of minority shareholders [1]. - The actual controllers of these companies tend to dominate major decisions, leading to a lack of respect for minority shareholder interests [1][2]. - Effective corporate governance requires acknowledging the contributions of minority shareholders, who are essential for the company's capital and governance structure [1]. Group 2: Legal Framework - The Company Law and the Guidelines for Corporate Governance explicitly outline the rights of shareholders, ensuring that all shareholders, regardless of their stake, have the right to participate in decision-making [2]. - The current A-share market has a total market value exceeding one trillion yuan, with around 240 million investors, highlighting the need for respect for shareholder rights and effective governance [2]. Group 3: Role of Minority Shareholders - Minority shareholders are encouraged to enhance their awareness of their rights and actively participate in corporate governance, using legal means to protect their interests [3]. - The article calls for a more balanced approach to governance that values long-term interests and fair treatment of all shareholders [2][3]. Group 4: Regulatory Recommendations - Regulatory bodies are urged to strengthen the governance mechanisms of listed companies, making it easier for minority shareholders to propose, vote, and participate in meetings [2]. - There is a need for timely accountability for companies that suppress minority shareholder voices or deny them access to meetings [2].
邵阳液压: 公司章程(2025年7月工商备案版)
Zheng Quan Zhi Xing· 2025-07-17 16:15
General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law and other relevant regulations [2] - The registered capital of the company is RMB 108.932234 million [3] - The company is located in Shaoyang Economic Development Zone, Hunan Province [2] Business Objectives and Scope - The company's business objective is to focus on market demand, innovation, brand cultivation, and resource integration for rapid development [4] - The business scope includes manufacturing and sales of hydraulic machinery and components, oil and gas technology services, and various equipment manufacturing [4] Shares - The company has a total of 108,932,234 shares, all of which are ordinary shares with a par value of RMB 1 per share [6] - The issuance of shares follows principles of openness, fairness, and justice, ensuring equal rights for all shareholders [5] Shareholder Rights and Obligations - Shareholders have rights to dividends, attend meetings, supervise operations, and transfer their shares [10][11] - Shareholders must comply with laws and the company's articles of association, and they cannot withdraw their capital except as legally permitted [14] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [50][52] - Shareholder proposals must be submitted in advance, and the company must provide adequate notice of meetings [61][62] Board of Directors and Management - The board of directors is responsible for the company's operations and must report to the shareholders [76] - Directors and senior management must disclose their shareholdings and are subject to restrictions on transferring shares [9] Financial Management - The company must disclose financial information and adhere to regulations regarding external guarantees and financial assistance [18][21] - Any significant transactions must be approved by the shareholders and disclosed accordingly [19][20]
ST联合: 国旅文化投资集团股份有限公司涉及诉讼的公告
Zheng Quan Zhi Xing· 2025-05-30 11:20
Core Viewpoint - The company, Guolv Cultural Investment Group Co., Ltd., has initiated a lawsuit against Beijing Badaling Wildlife World Co., Ltd. regarding procedural violations in a shareholders' meeting and decisions made that allegedly infringe upon the rights of minority shareholders [2][6][10]. Group 1: Lawsuit Details - The lawsuit has been officially accepted by the court, with the company acting as the plaintiff [2]. - The case involves allegations of significant procedural violations during a shareholders' meeting, including failure to notify all shareholders and improper decision-making processes [3][9]. - The plaintiff holds a 12% stake in the defendant company, which has been diluted to 1.41% due to unauthorized capital increases [10]. Group 2: Legal Violations - The shareholder meeting's resolutions regarding capital reduction and amendments to the company’s articles of association are claimed to be invalid due to non-compliance with the Company Law and the company's own regulations [4][5]. - The resolutions included a directed capital reduction that allegedly violates legal stipulations requiring proportional reductions among shareholders [4][6]. - Amendments to the articles of association that lower the threshold for calling temporary meetings are also contested as they infringe upon the rights of minority shareholders [5][6]. Group 3: Company Impact - The company currently cannot assess the impact of the lawsuit on its profits as the case has not yet gone to trial [11]. - The company will provide updates on the situation as it progresses, urging investors to remain aware of potential risks [11].