Core Viewpoint - Sanjiang Shopping Club Co., Ltd. has released its company charter for August 2025, detailing regulations on organizational behavior, shareholder rights, share management, and financial systems [1][18]. Company Basic Information and Listing Status - Sanjiang Shopping was established through a complete change and was approved by the China Securities Regulatory Commission on February 9, 2011, issuing 60 million shares of common stock to the public, and was listed on the Shanghai Stock Exchange on March 2, 2011. The registered capital is RMB 547.6784 million [2]. Business Purpose and Scope - The company's mission is to "live better with less money," with a vision to "create a century-old enterprise with excellent culture." Its core values include "honesty, people-oriented, lean management, and continuous improvement." The business scope includes food sales, internet sales, technology import and export, among others [3]. Share Issuance and Custody - Shares are issued in stock form with a par value of RMB 1 per share, and are centrally deposited at the Shanghai branch of China Securities Depository and Clearing Corporation Limited. The founders issued 300 million shares to themselves at the establishment, with a total of 547.6784 million shares issued, all of which are common shares [4]. Share Increase and Repurchase - The company can increase capital based on operational needs through methods such as issuing shares to unspecified or specified objects and distributing bonus shares. Reducing registered capital requires following prescribed procedures [5]. Share Transfer Restrictions - Shares can be transferred legally, but shares of the company cannot be used as collateral. Shares issued before public offering cannot be transferred within one year of listing. There are strict restrictions on share transfers by directors and senior management [6]. Shareholder Rights and Obligations - Shareholders enjoy rights and bear obligations according to their shareholding categories, including dividend distribution, participation in shareholder meetings, and supervision of company operations, while adhering to laws and regulations [7]. Shareholder Meeting Authority and Convening - The shareholder meeting is the company's authority body, exercising powers such as electing directors, reviewing company reports, and deciding on major company matters. It includes annual and temporary meetings, which can be proposed by independent directors, the audit committee, or shareholders holding more than 10% of shares [8]. Shareholder Meeting Proposals and Voting - Proposals for the shareholder meeting must comply with regulations, and the convener must notify shareholders as required. Resolutions are categorized into ordinary and special resolutions, with different voting requirements for various matters [9]. Board of Directors - The board consists of 9 directors, including 3 independent directors and 1 employee representative. The board exercises powers such as convening shareholder meetings and executing resolutions [12]. Independent Director Responsibilities and Committees - Independent directors must maintain independence and fulfill decision-making and supervisory responsibilities. The company has established specialized committees, including audit, strategy, nomination, and remuneration committees, each with clear responsibilities [13]. Senior Management - The company has senior management positions including manager, deputy manager, financial officer, and board secretary, with appointments and dismissals decided by the board [14]. Financial Accounting System and Audit - The company has established a financial accounting system and discloses annual and interim reports as required. After-tax profits are distributed after allocating statutory reserves, with a preference for cash dividends [15]. Internal Audit and Accounting Firm Appointment - The company implements an internal audit system, with the internal audit institution reporting to the board. The appointment and dismissal of accounting firms are decided by the shareholder meeting [16]. Mergers, Divisions, Capital Increases, Reductions, Dissolution, and Liquidation - Mergers, divisions, capital increases, and reductions must follow prescribed procedures, including notifying creditors and making announcements. The company may dissolve for various reasons, requiring a liquidation process [17]. Charter Amendments - The company must amend its charter when there are changes in legal regulations, company circumstances, or shareholder meeting decisions, with amendments requiring approval, registration, and announcement [18].