Comparison table of Grandjoy Holdings Group Co.Ltd(000031) articles of association amendments
Before and after revision
order
Articles of Association
number
(formulated in March 2020) (to be revised)
Article 10 the company shall, in accordance with the company law and the Charter of the Communist Party of China
Cheng, regulations on the work of the Party group of the Communist Party of China (for Trial Implementation), customs
Adhering to the party's leadership and strengthening the party's leadership in deepening the reform of state-owned enterprises
Article 10 according to the provisions of the constitution of the Communist Party of China, the organization establishing the Communist Party of China shall be established, and the party organization of the company shall give full play to its leadership, nuclear the organization of the Communist Party of China, carry out party activities and establish the party
Heart and politics play a central role in guiding, managing the overall situation and ensuring implementation. Work organization, complete and strengthen the party affairs staff, ensure that the Party group company establishes the party's work organization, and allocate a sufficient number of work funds of the party affairs organization.
Staff and guarantee the working funds of Party organizations. Party organization workers
And self construction, etc., in accordance with the constitution of the Communist Party of China, etc
Relevant regulations.
Article 11 the articles of association of the company shall become the articles of association of the company from the effective date. From the effective date, the articles of association of the company shall become the articles of association of the company to standardize the organization and behavior of the company, the company and shareholders, shareholders and standardize the organization and behavior of the company, the company and shareholders A legally binding document on the rights and obligations between shareholders, a legally binding document on the rights and obligations between shareholders, a legally binding document on the company, shareholders, directors, supervisors and senior managers, and a legally binding document on the company, shareholders, directors, supervisors and senior managers. According to the articles of association, the shareholders are legally binding documents. According to the articles of association, shareholders can sue shareholders, shareholders can sue directors, supervisors and other shareholders of the company, shareholders can sue directors, supervisors, managers and other senior managers of the company, shareholders can sue the company, general manager and other senior managers, shareholders can sue the company, and the company can Sue shareholders, directors, supervisors, managers and other companies, The company may sue shareholders, directors, supervisors, general manager and senior managers. And other senior management.
Note: articles 67, 73, 82, 103, 114, 131, 134, 135, 136, 137, 138 and 139 of the articles of Association (formulated in March 2020) are revised to "general manager" , the "deputy manager" is revised to "deputy general manager".
Article 12 The term "other senior managers" as mentioned in the articles of association refers to Article 12 The term "other senior managers" as mentioned in the articles of association refers to
3. Deputy general manager, Secretary of the board of directors, chief accountant (deputy manager, Secretary of the board of directors and financial principal of the company).
Business principal), general counsel.
Article 14 the business scope of the company after registration according to Law Article 14 the business scope of the company after registration according to law is: Yes: real estate development and operation; Chinese commercial and material supply for real estate development and operation; China's commercial and material supply and marketing industry (excluding 4)
Marketing (excluding exclusive, exclusive and specially controlled commodities); construction (including exclusive, exclusive and specially controlled commodities); construction technology consulting, import technology consulting, import and export trade. Export trade; Housing leasing.
Chapter V party organization Chapter V Party committee
Article 96 the company establishes COFCO real estate of the Communist Party of China article 96 according to the articles of association of the Communist Party of China, Committee (hereinafter referred to as "Party committee"). The Party committee of the company is established by the superior with the approval of the superior party organization, and the Grandjoy Holdings Group Co.Ltd(000031) control 6 Party committee of the Communist Party of China is established with the approval of the Party committee, and the Committee of property and stock Group Co., Ltd. (hereinafter referred to as "company student") is elected by the Party member congress of the company. The Party committee plays a political core role in the company and sets the direction and Party committee ）。 At the same time, according to relevant regulations, the party's discipline shall be established to manage the overall situation and ensure implementation. Inspection committee.
Article 97 the Party committee supports the company to abide by the national laws and regulations. Article 97 the Party committee of the company is elected by the Party member congress to support the production regulations and various supervision and management systems of the regulatory authority. Each term of office is generally 5 years. Upon the expiration of the term of office, the company shall 7 and promote the company's operation in accordance with the law. The Party committee respects and supports the general election of the unit. The term of office of the party's Discipline Inspection Committee is the same as that of the Party committee in accordance with the law.
Post.
Article 98 the Party committee shall have one secretary and other party committee members. Article 98 the Party committee of the company is generally composed of 5 to 9 people and several members. In principle, the Secretary of the Party committee shall be assumed by the chairman or general manager, with a maximum of 11 persons, including one secretary and one to two deputy secretaries. Set up 1-2 deputy secretaries of the Party committee as required. 2 qualified.
Members of the Party committee may enter the board of directors and the board of supervisors through legal procedures
Eligible Party members of the board of directors, the senior management, the board of directors, the board of supervisors and the senior management 8 management may act in accordance with the relevant provisions
And procedures to enter the Party committee.
The Party committee of the company shall set up a Discipline Inspection Commission as required, which shall be on the Party committee and
Carry out work under the leadership of the Discipline Inspection Commission at the national level and perform the duties of supervision, discipline enforcement and accountability
Responsibility.
Article 99 in accordance with the principle of democratic centralism, the Party committee shall implement the leadership system of Article 99, adhere to and improve the system of "two-way entry, cross appointment of collective leadership and the combination of division of labor and responsibility of Party committee members", Qualified members of the Party committee team can enter the board of directors, the management level, the board of directors and decisions through legal procedures in accordance with the policy of "collective leadership, democratic concentration, individual brewing and meetings". In accordance with the articles of association of the Communist Party of China and other party management level members, qualified party members can perform the following duties in accordance with relevant regulations and laws: enter the Party committee in accordance with established procedures.
(i) To convey and study the party's line, principles and policies, the Secretary of the Central Party committee and the chairman of the board of directors are generally held by one person, the spirit of important instructions of Party members, the implementation of relevant important work of higher-level party organizations, and the general manager serves as the Deputy Secretary. If the company's leaders who are responsible for supervising the implementation of the party's and state's principles and policies in the company and concurrently serve as the chairman of the board are deployed by the superior enterprise due to work needs, the Party committee shall fully implement them according to the actual situation of the enterprise. The Secretary can be the general manager of the Party member or be equipped separately. （2） Report and ask for instructions on important work to the party organization at a higher level. If the general manager is a single party member, he shall generally serve as the deputy director of the Party committee （3） Adhere to the principle of the party managing cadres and the board of directors selecting secretaries according to law. The Party committee may, as needed, appoint full-time deputy secretaries who are responsible for Party construction, camp managers and business managers to use human rights according to law. Full time deputy secretaries should generally enter the board of directors and do not serve at the management level.
（4） Study and discuss the company's reform, development and stability, major business 9 management matters and major issues involving the vital interests of employees, and
Put forward opinions and suggestions to the board of directors and the board of supervisors.
When studying and discussing major issues, the Party committee shall cooperate with the company law, etc
Laws and regulations shall be consistent with these articles of association. Country involved
China's macro-control, national development strategy and national security
Business and management matters shall be discussed by the Party committee and then approved by the board of directors
Or the management makes a decision.
（5） Fulfill the party's responsibility to manage the party strictly and strengthen
The leadership of the company's party building work and the implementation of the responsibility system for Party building work.
The Secretary of the Party committee shall perform the duties of the first person responsible for Party construction
He said that Party committee members should pay close attention to Party building within the scope of their responsibilities according to the division of labor
Work. Strengthen the guidance on the work of Party organizations of all units affiliated to the company
To guide and determine the priorities in the construction of grass-roots party organizations and the ranks of Party members
Important matters. Fulfill the main responsibility of comprehensively and strictly administering the party, and promote it in a down-to-earth manner
Promote the construction of Party style, clean government and anti-corruption, and lead and support the public
The Discipline Inspection Commission and discipline inspection and supervision institutions of the Department shall perform their supervision responsibilities.
（6） Lead the United Front Work and group work of the company, guide
Support trade unions, the Communist Youth League, women's federations, youth federations and other people
Organize work around the company's central task.
（7） Determine ideological work, ideological and political work and quality
Important issues in the construction of divine civilization and corporate culture.
（8） In accordance with the relevant principles and policies of the party and the state, the Ministry of research and
The company's major foreign-related and Taiwan related matters and the national security office
Face work.
（9） Other functions and powers to be exercised by the Party committee.
Article 100 the Party committee shall resolutely implement the instructions of the superior party organization Article 100 the Party committee of the company shall play a leading role, give directions, instructions and decisions, maintain the authority of the Central Committee and ensure the smooth flow of government orders. Manage the overall situation, promote implementation, and discuss and decide major matters of the enterprise in accordance with regulations. Major business and management matters shall be studied and discussed by the Party committee before being decided by the board of directors in accordance with its functions and powers and specified procedures. The main responsibilities are:
1. Strengthen the political construction of the company's party, improve its political position, strengthen political guidance, enhance political ability, prevent political risks, educate and guide all Party members, resolutely maintain Xi Jinping the core position of the general secretary of the Party Central Committee and the core position of the whole party, and resolutely maintain the 10 authority and centralized and unified leadership of the Party Central Committee;
2. Study and implement Xi Jinping the thought of socialism with Chinese characteristics in the new era, implement the party's principles and policies, ensure that the major decisions and arrangements of the Party Central Committee and the resolutions of superior party organizations are implemented in the company, promote the company to shoulder responsibilities and missions, focus on main responsibilities and main businesses, serve major national strategies, and fully fulfill economic, political and social responsibilities;
3. Pre research and discuss major business and management matters of the company, and support the board of directors and the management to exercise their functions and powers according to law;
4. Strengthen the leadership and control over the selection and employment of the company, and pay close attention to the leadership
Construction of leading group and talent team;
5. Fulfill the main responsibility of comprehensively and strictly administering the party, deeply promote the construction of Party style and clean government and the fight against corruption, and promote "no corruption, no corruption and no corruption";
6. Strengthen the construction of the party's work style and strictly implement the eight provisions of the Central Committee
