厦门延江新材料股份有限公司 章 程 二〇二五年七月 目 录 第一章 总则 第一条 为维护公司、股东、职工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（以下 简称"公司"）。 公司由厦门延江工贸有限公司依法整体变更设立，承继原厦门延江工贸有限 公司的全部资产、负债和业务；公司在厦门市市场监督管理局注册登记并取得营 业执照，统一社会信用代码号：913502007054371227。 第三条 公司于 2017 年 4 月 28 日经中国证券监督管理委员会（以下简称"中 国证监会"）核准，首次向社会公众发行人民币普通股 2,500 万股，于 2017 年 6 月 2 日在深圳证券交易所上市。 第四条 公司注册名称：厦门延江新材料股份有限公司； 公司英文名称：Xiamen Yanjan New Material CO., LTD。 第五条 公司住所：厦门市翔安区内厝工业区后堤路 666 号； 邮政编码：361101。 第六条 公司注 ...

Core Points - The company is named Guangdong Meilian New Materials Co., Ltd, established as a joint-stock company in accordance with the Company Law of the People's Republic of China [1][2] - The registered capital of the company is RMB 711,216,645 [2] - The company was approved by the China Securities Regulatory Commission to issue 24,000,000 shares to the public and was listed on the Shenzhen Stock Exchange on January 4, 2017 [1][2] Company Structure - The company is governed by its articles of association, which are legally binding for the company, shareholders, directors, and senior management [2][10] - The chairman serves as the legal representative of the company and is responsible for executing company affairs [2][8] - The company has established a Communist Party organization to conduct party activities within the company [3] Business Operations - The company's business scope includes manufacturing and sales of plastic products, engineering plastics, synthetic resins, and specialized chemical products [4][3] - The company aims to prioritize customer satisfaction, employee welfare, and innovation as its core operational philosophy [3][4] Share Structure - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [6][19] - The total number of shares issued by the company is 711,216,645, all of which are ordinary shares [6][19] - The company has regulations in place to prevent financial assistance for acquiring its shares, except for employee stock ownership plans [7][19] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, participate in shareholder meetings, and supervise company operations [12][13] - Shareholders are obligated to comply with laws and the company's articles of association, and they cannot withdraw their shares except as legally permitted [16][18] - The company has provisions for shareholders to propose and vote on various matters during shareholder meetings [55][56] Governance and Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for convening and conducting these meetings [45][46] - The board of directors is responsible for ensuring the legality of the meeting procedures and the qualifications of attendees [61][62] - Shareholders can appoint proxies to attend and vote at meetings, with specific requirements for the proxy authorization [34][35]