Funeng Oriental Equipment Technology Co.Ltd(300173)
constitution
December, 2021
catalogue
Chapter I General Provisions Chapter II business purpose and scope Chapter III shares Section 1 issuance of shares Section II increase, decrease and repurchase of shares Section 3 share transfer Chapter IV shareholders and general meeting of shareholders Section 1 shareholders Section II general meeting of shareholders Section III convening of the general meeting of shareholders Section IV proposal and notice of the general meeting of shareholders Section V convening of the general meeting of shareholders Section VI voting and resolutions of the general meeting of shareholders 20 Chapter V board of Directors Section 1 Directors Section 2 board of Directors Chapter VI general manager and other senior managers Chapter VII board of supervisors Section 1 supervisors Section II board of supervisors Chapter VIII Party organizations and Trade Unions Chapter IX Financial Accounting system, profit distribution and audit Section 1 financial accounting system Section II Internal Audit Section III appointment of accounting firm Chapter X notices and announcements Chapter XI merger, division, capital increase, capital reduction, dissolution and liquidation Section 1 merger, division, capital increase and capital reduction Section 2 dissolution and liquidation 47 Chapter XII amendment of the articles of Association 49 Chapter XIII Supplementary Provisions forty-nine
general provisions
Article 1 in order to safeguard the legitimate rights and interests of Funeng Oriental Equipment Technology Co.Ltd(300173) (hereinafter referred to as the “company”) and its shareholders and creditors and standardize the organization and behavior of the company, in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) and the articles of association of the Communist Party of China (hereinafter referred to as the “party constitution”) ）With reference to the guidelines for the articles of association of listed companies The articles of association are formulated in accordance with the Shenzhen Stock Exchange GEM Listing Rules (hereinafter referred to as the “Listing Rules”) and other relevant provisions. The company is a joint stock limited company established in accordance with the company law. Article 2 the company was approved by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) on December 20, 2010 ）Approved to issue 17 million RMB ordinary shares to the public for the first time and listed on Shenzhen Stock Exchange on February 1, 2011.
Article 3 registered name of the company
Chinese Name: Funeng Oriental Equipment Technology Co.Ltd(300173)
English Name: Funeng Oriental Equipment Technology Co., Ltd
Article 4 the domicile of the company is room 3301-3310, block 5, No. 17, Jihua Sixth Road, Chancheng District, Foshan City, with postal code of 528000. Article 5 the total share capital of the company is 734725698 shares, with a par value of RMB 1 per share and a registered capital of RMB 734725698.
Article 6 the company is a permanent joint stock limited company. Article 7 the chairman is the legal representative of the company. Article 8 all the assets of the company are divided into equal shares. The shareholders shall be liable to the company to the extent of the shares they subscribe, and the company shall be liable for the debts of the company to the extent of all its assets.
Article 9 from the effective date, the articles of association shall become a legally binding document regulating the organization and behavior of the company, the rights and obligations between the company and shareholders, and between shareholders and shareholders, and a legally binding document for the company, shareholders, directors, supervisors and senior managers. According to the articles of association, shareholders can sue shareholders, shareholders can sue directors, supervisors, general manager and other senior managers of the company, shareholders can sue the company, and the company can sue shareholders, directors, supervisors, general manager and other senior managers.
Article 10 the term “other senior managers” as mentioned in the articles of association refers to the executive deputy general manager, deputy general manager and financial director of the company
Chief financial officer and Secretary of the board of directors.
Chapter II business purpose and scope
Article 11 the business purpose of the company is: Funeng Oriental Equipment Technology Co.Ltd(300173) the future of equipment industry. Article 12 the business scope of the company is: general items: research and development of mechanical equipment; Research and development of intelligent Siasun Robot&Automation Co.Ltd(300024) ; Intelligent Siasun Robot&Automation Co.Ltd(300024) sales; Industrial Siasun Robot&Automation Co.Ltd(300024) manufacturing; Industrial Siasun Robot&Automation Co.Ltd(300024) installation and maintenance; Industrial Siasun Robot&Automation Co.Ltd(300024) sales; Manufacturing of industrial automatic control system devices; Sales of industrial automatic control system devices; Intelligent control system integration; Material handling equipment manufacturing; Sales of intelligent storage equipment; General cargo warehousing services (excluding hazardous chemicals and other projects requiring license and approval); software development; software sales; information technology consulting services; information system integration services; technical services, technology development, technical consulting, technology exchange, technology transfer and technology promotion; engaging in investment activities with its own funds; import and export of goods; technology import and export; sales of plastic products, sales of synthetic materials and stone Sales of ink and carbon products, power and electronic components, electronic components and electromechanical components, special electronic equipment, metal materials, metal products, mechanical parts, parts, forgings and powder metallurgy products, special electronic materials and new ceramic materials. (except for the items that must be approved according to law, the company shall independently carry out business activities according to law with its business license)
Chapter III shares
Section 1 share issuance
Article 13 the shares of the company shall be in the form of shares. Article 14 the issuance of shares of the company shall follow the principles of openness, fairness and impartiality, and each share of the same class shall have the same rights.
For shares of the same class issued at the same time, the issuance conditions and price of each share shall be the same; For the shares subscribed by any unit or individual, the same price shall be paid per share.
Article 15 the par value of the shares issued by the company shall be indicated in RMB, and the par value of each share shall be RMB 1. Article 16 the shares issued by the company shall be centrally deposited in Shenzhen Branch of China Securities Depository and Clearing Corporation. Article 17 the company is wholly changed and established by Zhongshan Songde Packaging Machinery Co., Ltd. at the time of establishment, the promoters, the number of shares subscribed and the mode of capital contribution are as follows:
(1) Guo Jingsong subscribed 11500000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 28.256% of the total share capital; (2) Zhongshan Songde Industrial Development Co., Ltd. subscribed 11100000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 27.272% of the total share capital; (3) Zhang Xiaoling subscribed 11100000 shares with the net assets corresponding to her equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 27.272% of the total share capital; (4) Liu Zhihe subscribed 1000000 shares with the net assets corresponding to her equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 2.457% of the total share capital; (5) Guo Xiaochun subscribed 950000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 2.335% of the total share capital; (6) Zhang Chunguang subscribed 950000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 2.335% of the total share capital; (7) Li Zhinan subscribed 700000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 1.720% of the total share capital; (8) he Zhipan subscribed 500000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 1.228% of the total share capital; (9) Gong jiongliu subscribed 400000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.982% of the total share capital; (10) Liang Binghui subscribed 300000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.737% of the total share capital; (11) Shen Chunli subscribed 250000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.614% of the total share capital; (12) Tang Xianshi subscribed 250000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.614% of the total share capital; (13) He Ping subscribed 242000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.591% of the total share capital;
(14) Li Yongcheng subscribed 200000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.492% of the total share capital; (15) He Li subscribed 200000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.492% of the total share capital; (16) Feng Yanfang subscribed 100000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.246% of the total share capital; (17) Cao Wei subscribed 100000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.246% of the total share capital; (18) Ma Qingzhong subscribed 100000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.245% of the total share capital; (19) Zhang Xingbin subscribed 100000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.245% of the total share capital; (20) Zhang Henglu subscribed 70000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.172% of the total share capital; (21) Zhao Zhimin subscribed 70000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.172% of the total share capital; (22) Peng Yunzhong subscribed 70000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.172% of the total share capital; (23) Zhang Hao subscribed 65000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.160% of the total share capital; (24) Sun Mingya subscribed 50000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.123% of the total share capital; (25) Zhou Jianjun subscribed 45000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.111% of the total share capital; (26) Xu Hongyu subscribed 40000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.098% of the total share capital;
(27) Xu Huaping subscribed 38000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.093% of the total share capital; (28) Guo Yuqiong subscribed 35000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.086% of the total share capital; (29) Zheng Wei subscribed 30000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.074% of the total share capital; (30) Chen Xinping subscribed 25000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.061% of the total share capital; (31) Guo Xiaodong subscribed 20000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.050% of the total share capital; (32) ZHENG Jin subscribed 20000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.050% of the total share capital; (33) Chang Zhengming subscribed 15000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.037% of the total share capital; (34) Xu Peng subscribed 15000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.037% of the total share capital; (35) Wei Hongbo subscribed 10000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.025% of the total share capital; (36) Guo Juhua subscribed 10000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.025% of the total share capital; (37) Qualcomm City subscribes 10000 shares with the net assets corresponding to its equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.025% of the total share capital; (38) Yue Zhifeng subscribes 10000 shares with the net assets corresponding to its equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.025% of the total share capital; (39) Yu Xuegang subscribed 10000 shares with the net assets corresponding to his equity in Zhongshan Songde Packaging Machinery Co., Ltd., accounting for 0.025% of the total share capital.
Article 18 the total number of shares of the company is 734725698, all of which are ordinary shares.
