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杭齿前进: 《公司章程》(2025年9月修订)
Zheng Quan Zhi Xing· 2025-09-05 11:24
Core Points - The articles outline the regulations and governance structure of Hangzhou Advance Gearbox Group Co., Ltd. [3][4] - The company aims to protect the rights of shareholders, employees, and creditors while adhering to relevant laws and regulations [3][4] - The company was established as a joint-stock company and is registered with a capital of RMB 407.975 million [4][5] Chapter Summaries Chapter 1: General Provisions - The company is established according to the Company Law and other relevant regulations [3] - The company was approved to issue shares to the public in 2010, with a total of 101 million shares issued [4] Chapter 2: Business Objectives and Scope - The company's business objectives include producing quality products, contributing to society, caring for employees, and rewarding shareholders [6] - The business scope includes manufacturing gearboxes, transmission devices, and related components, as well as providing technical services [6] Chapter 3: Shares - The company's shares are issued in the form of stocks, with a par value of RMB 1 per share [7] - The total number of shares issued is 407.975 million, all of which are ordinary shares [7][8] Chapter 4: Shareholders and Shareholder Meetings - Shareholders have rights to dividends, voting, and supervision of company operations [12][13] - The company must hold annual and extraordinary shareholder meetings, with specific procedures for proposals and notifications [23][24] Chapter 5: Board of Directors - The board of directors is responsible for the company's management and decision-making [5][6] - Independent directors and specialized committees are established to enhance governance [5][6] Chapter 6: Senior Management - Senior management includes the general manager, deputy general managers, and other key positions [5] Chapter 8: Financial Accounting System, Profit Distribution, and Audit - The company must adhere to a financial accounting system and conduct internal audits [8] Chapter 10: Mergers, Divisions, Capital Increases, Reductions, Dissolution, and Liquidation - The company can increase or reduce capital based on shareholder resolutions and legal requirements [8] Chapter 11: Amendment of Articles - The articles can be amended following the procedures outlined in the document [8] Chapter 12: Supplementary Provisions - The articles serve as a binding document for the company, shareholders, directors, and senior management [5][6]
德力佳过会:今年IPO过关第37家 华泰联合过4单
Zhong Guo Jing Ji Wang· 2025-08-01 01:59
Group 1 - The Shanghai Stock Exchange's listing review committee approved Delijia Transmission Technology (Jiangsu) Co., Ltd. for its IPO, marking the 37th company to pass the review this year [1] - Delijia specializes in the research, production, and sales of high-speed heavy-load precision gear transmission products, primarily serving the wind power generation sector with its core product being the wind turbine main gearbox [1][2] - The company plans to publicly issue no less than 40 million shares, aiming to raise approximately 1.8808 billion yuan for projects related to large onshore and offshore wind turbine gearboxes [2] Group 2 - The major shareholders of Delijia include Nanjing Chenrui, which holds 30.53% of the shares, and Kong Jinfeng, who directly holds 7.63% and has indirect control over an additional 3.82% [2] - The actual controllers of Delijia, Kong Jinfeng and Liu Jianguo, together hold 41.98% of the company's shares [2] - The listing committee raised questions regarding the company's reliance on major customers, governance structure, and the reasonableness of the fundraising scale in relation to existing capacity and order demand [3]
德力佳主板IPO过会
Bei Jing Shang Bao· 2025-07-31 10:44
Core Viewpoint - Delijia Transmission Technology (Jiangsu) Co., Ltd. has successfully passed the IPO review on the Shanghai Stock Exchange, aiming to raise approximately 1.88 billion yuan for its projects in the wind power sector [1] Company Overview - Delijia specializes in the research, production, and sales of high-speed heavy-duty precision gear transmission products, primarily serving the wind power generation industry [1] - The company's core product is the main gearbox for wind turbines [1] IPO Details - The IPO application was accepted on December 31, 2024, and entered the inquiry phase on January 24, 2025 [1] - The company plans to invest the raised funds in two main projects: an annual production of 1,000 units of large onshore wind power gearboxes and an annual production of 800 units of large offshore wind power gearboxes in Shantou [1] Regulatory Requirements - The listing committee has requested Delijia to address the impact of downstream wind turbine manufacturers' technology trends, market reforms in renewable energy pricing, and price changes of main products on performance stability [1] - The committee also requires clarification on the company's governance structure, decision-making, business operations, and related transactions to assess any significant reliance on major customers for ongoing operations [1] - Additionally, Delijia must justify the scale of the raised funds and project feasibility based on existing capacity and order demand, as well as address potential risks of overcapacity post-project completion [1]