房屋销售及租赁等

Search documents
渝 开 发: 《公司章程》修订对比表
Zheng Quan Zhi Xing· 2025-06-13 13:19
Core Viewpoint - Chongqing Yudong Development Co., Ltd. has revised its articles of association, adding 40 new clauses, deleting 31, and modifying 152 clauses, resulting in a total of 227 clauses across 13 chapters [1]. Summary by Sections General Principles - The first chapter outlines the general principles of the company [2]. Business Objectives and Scope - The second chapter details the company's business objectives and scope, including real estate development and management [6]. Share Capital - The third chapter discusses share capital, emphasizing equal rights for all shares of the same category [7]. Shareholders and General Meetings - The fourth chapter covers the rights and responsibilities of shareholders and the procedures for general meetings [19]. Company Governance - The fifth chapter addresses the company's governance structure, including the board of directors and management [5][3]. Financial Accounting and Profit Distribution - The ninth chapter outlines the financial accounting system, profit distribution, and auditing processes [8]. Amendments to Articles - The twelfth chapter specifies the procedures for amending the articles of association [2]. Miscellaneous Provisions - The thirteenth chapter includes various provisions related to the company's operations and governance [2]. Shareholder Rights - Shareholders have rights to dividends, voting, and information access, as detailed in the thirty-third chapter [19]. Share Repurchase Conditions - The company may repurchase shares under specific conditions, including significant price drops or shareholder requests [10][12]. Financial Assistance Regulations - The company must seek board approval for financial assistance exceeding certain thresholds [33]. Shareholder Meeting Procedures - The company must hold annual and extraordinary shareholder meetings, with specific conditions for calling extraordinary meetings [34][35]. Legal Compliance - The company must ensure compliance with laws and regulations during meetings and decision-making processes [22][21]. Liability and Responsibilities - Shareholders are required to adhere to legal obligations and may face liability for misuse of rights [25][26]. Audit and Risk Management - The audit and risk management committee plays a crucial role in overseeing compliance and risk management [23]. Asset Transactions - Significant asset transactions must be approved by the shareholders, with specific thresholds outlined [28][29]. External Guarantees - External guarantees require board and shareholder approval, especially when exceeding certain financial limits [30][31]. Financial Support to Subsidiaries - Financial support to subsidiaries is subject to specific conditions and requires board approval [33]. Legal Opinions for Meetings - Legal opinions must be obtained for the validity of meeting procedures and decisions [54].