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香飘飘: 香飘飘公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-14 09:18
| 香飘飘食品股份有限公司 | | | | --- | --- | --- | | 章 | 程 | | | | 目 | 录 | | 第一章 | 总则 | | | 第二章 | 经营宗旨和范围 | | | 第三章 | 股份 | | | 第一节 | 股份发行 | | | 第二节 | 股份增减和回购 | | | 第三节 | 股份转让 | | | 第四章 | 股东和股东会 | | | 第一节 | 股东的一般规定 | | | 第二节 | 控股股东和实际控制人 | | | 第三节 | 股东会的一般规定 | | | 第四节 | 股东会的召集 | | | 第五节 | 股东会的提案与通知 | | | 第六节 | 股东会的召开 | | | 第七节 | 股东会的表决和决议 | | | 第五章 | 董事和董事会 | | | 第一节 | 董事的一般规定 | | | 第二节 | 董事会 | | | 第三节 | 独立董事 | | | 第四节 | 董事会专门委员会 | | | 第六章 | 高级管理人员 | | | 第七章 | 财务会计制度、利润分配和审计 | | | 第一节 | 财务会计制度 | | | 第二节 | 内部审计 | | | 第三 ...
科创新源: 深圳科创新源新材料股份有限公司章程
Zheng Quan Zhi Xing· 2025-07-14 00:12
General Provisions - Shenzhen Cotran New Material Co., Ltd. is established as a joint-stock company according to the Company Law and other relevant regulations [4] - The company was approved by the China Securities Regulatory Commission to issue 22 million shares of ordinary stock to the public on November 17, 2017 [4] - The registered capital of the company is RMB 126.431804 million [5] Business Objectives and Scope - The company's business objective is to enhance management levels and core competitiveness while providing quality services to customers and maximizing shareholder value [6] - The business scope includes research, manufacturing, and sales of waterproof, fireproof, anti-corrosion, sealing, and insulation materials, as well as various electronic materials and products [6][7] Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1.00 per share [8] - The total number of shares issued at the establishment of the company was 60 million shares, with 100% held by the founding shareholders [8] Shareholder Rights and Obligations - Shareholders have the right to receive dividends and participate in decision-making processes, including voting at shareholder meetings [13] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [19] Shareholder Meetings - The company holds annual shareholder meetings within six months after the end of the fiscal year, and temporary meetings can be called under specific circumstances [50][51] - Shareholder meetings must be announced at least 20 days in advance for annual meetings and 15 days for temporary meetings [62] Decision-Making and Voting - Major decisions, such as capital increases, mergers, and significant transactions, require approval from the shareholders' meeting [45][48] - The voting process must comply with legal and regulatory requirements, ensuring that all shareholders have the opportunity to participate [31][32]
高测股份: 青岛高测科技股份有限公司章程
Zheng Quan Zhi Xing· 2025-07-11 16:26
Core Points - The company is Qingdao Gaoce Technology Co., Ltd., established as a joint-stock company in accordance with the Company Law of the People's Republic of China [1][2] - The company was registered with a capital of RMB 765,476,919 and listed on the Shanghai Stock Exchange's Sci-Tech Innovation Board on August 7, 2020 [1][3] - The company's business scope includes the design, development, production, sales, installation, debugging, and maintenance of various mechanical equipment, molds, cutting tools, computer software and hardware, and automation products [3][4] Company Structure and Governance - The company is a permanent joint-stock company with a chairman serving as the legal representative [2][3] - 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 [2][3] - The company's articles of association serve as a legally binding document governing the rights and obligations of the company, shareholders, directors, and senior management [2][3] Share Issuance and Management - The company issues shares in the form of stocks, with each share having a nominal value of RMB 1 [3][4] - The total number of shares issued by the company is 765,476,919, all of which are ordinary shares [3][4] - The company can increase its capital through various methods, including issuing shares to unspecified objects or existing shareholders [4][5] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, and participation in shareholder meetings, as well as the right to request information and inspect company documents [9][10] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [13][14] - The company must disclose information regarding shareholder meetings, including the agenda and voting procedures [20][21] Decision-Making and Voting Procedures - The company’s shareholder meetings are the highest authority, responsible for electing directors, approving financial reports, and making significant corporate decisions [45][46] - Ordinary resolutions require a simple majority, while special resolutions require a two-thirds majority of the voting rights present [79][80] - The company must ensure that all shareholders are informed of meeting details and have the opportunity to participate, either in person or through proxies [66][67]
金 螳 螂: 公司章程(2025年7月)
Zheng Quan Zhi Xing· 2025-07-11 16:25
Group 1 - The company is officially registered as Suzhou Gold Mantis Construction & Decoration Co., Ltd. and operates under the laws of the People's Republic of China [2][3] - The company was established through the transformation of Suzhou Gold Mantis Decoration Co., Ltd. and is approved by the Ministry of Commerce of the People's Republic of China [2] - The company was listed on the Shenzhen Stock Exchange on November 20, 2006, with an initial public offering of 24 million shares [3] Group 2 - The registered capital of the company is RMB 2,655,323,689 [3] - The company is a permanent stock company, meaning it will continue to exist indefinitely [3] - The chairman of the board serves as the legal representative of the company [3][4] Group 3 - The company's business purpose is to enhance economic cooperation and technical exchanges, utilizing advanced technology and scientific management methods to expand both domestic and international decoration markets [5] - The company engages in a wide range of construction and decoration services, including project contracting, design, and installation of various engineering projects [5] Group 4 - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice [7] - The total number of shares issued by the company is 2,655,323,689, all of which are ordinary shares [7][8] - The major shareholders include Suzhou Gold Mantis Enterprise (Group) Co., Ltd. and Golden Feather Corporation, holding 652,805,330 shares and 635,042,264 shares respectively [7] Group 5 - The company has established a comprehensive financial accounting system, including internal audits and the appointment of accounting firms [4] - The company is required to disclose information in accordance with laws and regulations, ensuring transparency in its operations [4][5]
美克家居: 美克国际家居用品股份有限公司章程
Zheng Quan Zhi Xing· 2025-07-11 16:13
Group 1 - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior according to relevant laws [3] - The company is established as a joint-stock company in accordance with the Company Law of the People's Republic of China and other relevant regulations [3][4] - The registered capital of the company is 1,436,998,137 yuan [4] Group 2 - The company's business purpose is to meet market demand, occupy the market with high-quality products, and strive to maximize investment returns for shareholders within the legal framework [5][6] - The company's business scope includes various activities such as furniture sales, manufacturing, and internet services, among others [6] Group 3 - The company issues shares in the form of common stock, ensuring equal rights for each share of the same category [7][8] - The company has issued a total of 1,436,998,137 shares, all of which are common shares [8][9] Group 4 - Shareholders have rights to dividends, participate in shareholder meetings, supervise company operations, and transfer their shares according to the law [13][14] - The company must maintain transparency and provide necessary information to shareholders regarding their rights and the company's operations [16][17]
精工钢构: 精工钢构公司章程
Zheng Quan Zhi Xing· 2025-07-11 16:13
General Overview - Changjiang Jinggong Steel Structure (Group) Co., Ltd. is established as a joint-stock company in accordance with the Company Law of the People's Republic of China and other relevant regulations [1][2] - The company was approved for public offering of 40 million shares on June 5, 2002, and is listed on the Shanghai Stock Exchange [1][2] Business Objectives and Scope - The company's business philosophy emphasizes "people-oriented, technology-first" and aims to strengthen its core steel structure business while ensuring customer, employee, shareholder, and societal satisfaction [4] - The registered capital of the company is RMB 1,990,124,136, and its business scope includes surveying services, construction engineering design, and metal structure manufacturing among others [2][4] Share Structure - The company issues shares in the form of stocks, with each share having a par value of RMB 1 [4][5] - The total number of shares issued by the company is 1,990,124,136, all of which are ordinary shares [5][6] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, request meetings, supervise company operations, and transfer their shares [12][13] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [16][40] Board of Directors and Management - The board of directors is responsible for the overall governance of the company, including the election of directors and approval of financial reports [18][19] - The company has provisions for independent directors and committees to ensure compliance and accountability [18][19] Financial and Audit Regulations - The company must adhere to financial accounting systems and undergo internal audits, with external auditors appointed by the board [7][8] - Financial assistance to acquire shares must not exceed 10% of the total issued capital [6][7] Shareholder Meetings - The company holds annual and extraordinary shareholder meetings, with specific procedures for calling and conducting these meetings [53][54] - Shareholders holding more than 10% of voting shares can request extraordinary meetings [26][59] Amendments and Legal Compliance - The company's articles of association can be amended in accordance with legal requirements and must be approved by the shareholders [10][11] - The company is required to disclose information regarding significant events and comply with regulations set by the China Securities Regulatory Commission [15][21]
重药控股: 《公司章程》(2025年7月)
Zheng Quan Zhi Xing· 2025-07-11 14:08
General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while ensuring the preservation and appreciation of state-owned assets, in accordance with relevant laws and regulations [1] - The company is established as a joint-stock limited company approved by the Chongqing Municipal Government and registered with the Chongqing Market Supervision Administration [2] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 55 million shares, listed on the Shenzhen Stock Exchange [3] Company Structure - The registered capital of the company is RMB 1,728,184,696 [2] - The company is a permanent joint-stock limited company, with the chairman serving as the legal representative [2] - The legal representative's civil activities conducted on behalf of the company will have legal consequences for the company [2] Governance and Management - The company establishes a party committee in accordance with the Communist Party of China regulations, which plays a leading role in corporate governance [3] - The company implements a dual-entry and cross-appointment leadership system, allowing qualified members of the party committee to enter the board of directors and management [4] Business Objectives and Scope - The company's business objective is to provide comprehensive pharmaceutical services, ensuring the public has access to safe medications, and to achieve integrated development in the pharmaceutical industry [5] - The company is engaged in various licensed activities, including drug production, transportation, and investment in pharmaceutical research and sales projects [5] Share Issuance and Management - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [6] - The total number of shares issued by the company is 1,728,184,696, all of which are ordinary shares denominated in RMB [6] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to propose and vote on resolutions at shareholder meetings [11][12] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [16] 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 [20] - The company must provide legal opinions on the legality of the meeting's procedures and resolutions [21] Voting and Resolutions - Resolutions at shareholder meetings can be classified as ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring a two-thirds majority [32] - The company must ensure that voting results, especially those affecting minority investors, are disclosed promptly [33]
美年健康: 公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-11 13:13
美年大健康产业控股股份有限公司 第一章 总则 目 录 第一条 为维护美年大健康产业控股股份有限公司(以下简称"公司")、股东和债权人的 合法权益,规范公司的组织和行为,根据《中华人民共和国公司法》(以下简称《公司 法》)、《中华人民共和国证券法》(以下简称《证券法》)和其他有关规定,制定本章程。 第二条 公司系依照《公司法》和其他有关规定成立的股份有限公司。 公司经国家外经贸部外经贸资二函20011039号文批准,由南通友谊实业有限公司(以下 简称"友谊公司")、日本三轮株式会社、株式会社飞马日本、上海得鸿科贸有限公司、南通 热电厂将其共同投资的江苏三友集团有限公司(以下简称"三友公司")依法变更的股份有限 公司。 章 程 (2025年7月修订) 三友公司原有的权利义务均由公司承继。 公司成立时在国家工商行政管理局注册登记,并于2001年11月8日取得了企业法人营业执 照。公司的营业执照号码为:320000400000850。 第三条 公司于2005年4月25日经中国证券监督管理委员会批准,首次向社会公众发行人 民币普通股4500万股。公司公开发行的股份均为向境内投资人发行的以人民币认购的内资股, 于2005 ...
中宠股份: 公司章程(2025年7月)
Zheng Quan Zhi Xing· 2025-07-11 09:15
General Information - Yantai China Pet Foods Co., Ltd. is established as a joint-stock company in accordance with the Company Law and other relevant regulations [1][2] - The company was approved by the China Securities Regulatory Commission to issue 25 million shares of RMB ordinary stock on July 26, 2017, and was listed on the Shenzhen Stock Exchange on August 21, 2017 [1][2] Company Structure - The registered capital of the company is approximately 294.11 million yuan [2] - The company is a permanent joint-stock company, and its assets are divided into equal shares, with shareholders bearing responsibility limited to their subscribed shares [2][3] Business Objectives - The company's business objective is to enhance economic cooperation, introduce advanced management methods and technologies, improve product quality, and develop new products that meet international standards [3] - The company aims to increase its competitiveness in domestic and international markets and provide satisfactory economic returns to investors [3] Share Issuance and Management - The company issues shares in the form of stocks, adhering to principles of openness, fairness, and justice, ensuring equal rights for all shares of the same type [5][6] - The total number of shares issued by the company is approximately 294.11 million, all of which are ordinary shares [7] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends and participate in decision-making processes, including the right to request and attend shareholder meetings [15][16] - Shareholders are obligated to comply with laws and regulations, pay their subscribed capital, and not abuse their rights to harm the company or other shareholders [18][19] Governance and Decision-Making - The company’s governance structure includes a board of directors responsible for major decisions, and shareholders exercise their rights through shareholder meetings [20][21] - Shareholder meetings can be called by the board of directors or by shareholders holding more than 10% of the shares, ensuring that significant decisions are made with adequate representation [25][26] Financial Management - The company can increase its capital through various means, including public offerings and private placements, subject to shareholder approval [8][9] - The company is prohibited from repurchasing its own shares except under specific circumstances, such as dissenting shareholder requests during mergers [10][11] Compliance and Legal Framework - The company must adhere to the legal framework established by the Company Law, Securities Law, and other relevant regulations, ensuring transparency and accountability in its operations [1][2] - Any amendments to the company’s articles of association require approval from the shareholders, maintaining a democratic governance structure [20][21]
中材国际: 中国中材国际工程股份有限公司章程(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-10 16:22
General Provisions - The company is established as a joint-stock limited company in accordance with the Company Law of the People's Republic of China and other relevant regulations [1] - The company was approved for establishment on November 29, 2001, and listed on the Shanghai Stock Exchange on April 12, 2005, with an initial public offering of 58 million shares [1][4] - The registered capital of the company is RMB 2,621,819,524 [1] Business Objectives and Scope - The company's business objective is to continuously interpret customer needs and create value, adhering to market adaptation, user priority, and technological leadership [2] - The business scope includes research, development, technical consulting, engineering design, equipment manufacturing, construction installation, and general contracting in non-metallic new materials and construction materials [3] Shares - The company's shares are issued in the form of stocks, with equal rights for each share of the same category [4] - The total number of ordinary shares approved for issuance is 168 million, with 110 million shares issued to five founders, accounting for 65.48% of the total [4][5] - The company has undergone several capital increases and stock splits, resulting in a total share capital of 1,754,257,928 shares after various adjustments [6][7] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, participate in shareholder meetings, supervise company operations, and transfer their shares [11][13] - Shareholders holding more than 5% of voting shares must report any pledges of their shares to the company [14] - The company’s controlling shareholders and actual controllers must not harm the interests of the company or other shareholders [15] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with the annual meeting occurring once a year after the end of the previous fiscal year [46] - Shareholder meetings can be convened by the board of directors or at the request of shareholders holding more than 10% of shares [22][20] - The notice for shareholder meetings must include details such as time, location, agenda, and rights of shareholders to attend and vote [57][58]