Beijing Aritime Intelligent Control Co.Ltd(600560) 2022 information of the first extraordinary general meeting of shareholders
March 24, 2012
Conference data catalogue
1. Agenda arrangement of the first extraordinary general meeting of shareholders in 2022 2. Proposal on Amending the Beijing Aritime Intelligent Control Co.Ltd(600560) articles of association 3. Proposal on Amending the rules of procedure of Beijing Aritime Intelligent Control Co.Ltd(600560) general meeting of shareholders
Beijing Aritime Intelligent Control Co.Ltd(600560)
Agenda arrangement of the first extraordinary general meeting of shareholders in 2022
Meeting date: 2:00 p.m. on March 24, 2022;
Venue: conference room on the eighth floor of the company, No. 6, Fufeng Road, Science City, Fengtai District, Beijing; Moderator: Beijing Aritime Intelligent Control Co.Ltd(600560) Chairman Mr. Yang Guanghao; Participants: Beijing Aritime Intelligent Control Co.Ltd(600560) 's shareholders, directors, supervisors and some senior managers, lawyers employed by the company and staff of the secretary group. Agenda of the meeting: I. the host announces the number of shareholders and their entrusted agents and the number of representative shares. 2、 The moderator introduced the list of the staff of the secretary group (including the list of vote tellers, tellers and scrutineers). 3、 The General Assembly entered the proposal review procedure: 1. Review the proposal on Amending the Beijing Aritime Intelligent Control Co.Ltd(600560) articles of Association
1) Listen to the proposal on Amending the Beijing Aritime Intelligent Control Co.Ltd(600560) articles of Association; 2) Open ballot;
2. Deliberating the proposal on Amending the rules of procedure of Beijing Aritime Intelligent Control Co.Ltd(600560) shareholders' meeting
1) Listen to the proposal on Amending the Beijing Aritime Intelligent Control Co.Ltd(600560) articles of Association; 2) Open ballot;
4、 Count the voting results of various proposals. 5、 The moderator read out the voting results of various proposals. 6、 The meeting witnessed the lawyer to read out the legal opinion. 7、 The moderator read out the resolution of the first extraordinary general meeting of shareholders in Beijing Aritime Intelligent Control Co.Ltd(600560) 2022. 8、 The moderator announced the end of the first extraordinary general meeting of shareholders in Beijing Aritime Intelligent Control Co.Ltd(600560) 2022.
Beijing Aritime Intelligent Control Co.Ltd(600560)
Proposal on Amending the articles of Association
Shareholders and their entrusted agents:
According to the guidelines for the articles of association of central enterprises (for Trial Implementation), China Securities Regulatory Commission, January 2022
According to the guidelines for the articles of association of listed companies (revised in 2022) issued in June, the company plans to
Clause is amended.
The specific modifications are as follows:
Preface original revision
number
Article 1 in order to safeguard the legitimacy of the company, shareholders and creditors, Article 1 to regulate the rights and interests of Beijing Beijing Aritime Intelligent Control Co.Ltd(600560) intelligent control shares, standardize the organization and behavior of the company, adhere to and strengthen the company law of the people's Republic of China (hereinafter referred to as the company Law) and face-to-face leadership in accordance with the organization and behavior of China Limited, and improve the corporate governance structure of the company, Establish the securities law of the people's Republic of China (hereinafter referred to as the law on modern enterprise system with securities characteristics, safeguarding the company, shareholders and creditor's rights) and other relevant provisions, and formulate these articles of association. According to the company law of the people's Republic of China (hereinafter referred to as the company law) and the securities law of the people's Republic of China (hereinafter referred to as the Securities Law) The law of the people's Republic of China on state owned assets of enterprises, the Interim Regulations on the supervision and administration of state owned assets of enterprises, the measures for the administration of the formulation of articles of association of state owned enterprises and other laws and administrative regulations These articles of association are formulated in accordance with rules, normative documents and other relevant provisions.
Article 2 the company is a joint stock limited company established in accordance with the company law and other relevant regulations (hereinafter referred to as the "company"). Division ").
The company was established in the form of sponsorship by the State Economic and trade enterprise company of the State Economic and Trade Commission and approved by the State Economic and trade enterprise reform [1999] No. 1228 document of the State Economic and Trade Commission; Approved by document [1999] No. 1228, it is established in the form of initiation; Registered in Beijing Administration for Industry and commerce, obtained the registration of Beijing municipal market supervision administration and obtained the business license with the business license number of 11 Shenzhen Properties & Resources Development (Group) Ltd(000011) 14148. The business license number is 11 Shenzhen Properties & Resources Development (Group) Ltd(000011) 14148.
Article 4 the company shall establish the organization of the Communist Party of China, establish the working organization of the party, carry out the work of the party and ensure the working funds of the party organization in accordance with the articles of association of the Communist Party of China.
(the following clauses shall be postponed accordingly)
Article 4 registered name of the company: Beijing Beijing Aritime Intelligent Control Co.Ltd(600560) intelligent article 5 registered name of the company: Beijing Beijing Aritime Intelligent Control Co.Ltd(600560) Intelligent Control Co., Ltd
The English name of the company is: Beijing aritime Intelligent Control Co., Ltd. Intelligent Control Co., Ltd
Company domicile: No. 6, Fufeng Road, Fengtai Science City, Beijing
Postal Code: 100070
5. Delete the original article 5. Company domicile: No. 6, Fufeng Road, Fengtai Science City, Beijing
Postal Code: 100070
Article 7 the company is a permanent joint stock limited company.
Article 7 the company is a permanent joint stock limited company with a long term of operation.
Article 11 other senior managers mentioned in the articles of association Article 11 other senior managers mentioned in the articles of association refer to the deputy manager, Secretary of the board of directors and chief financial officer of the company. Deputy manager, Secretary of the board of directors, chief financial officer (financial principal) and general counsel of the company.
8 new article 12 the company adheres to the rule of law and strives to build a rule of law enterprise with perfect governance, operation compliance, standardized management, law-abiding and integrity.
(the following clauses shall be postponed accordingly)
Article 13 after registration according to law, the business scope of the company is: Article 14 after registration according to law, the business scope of the company is: technology development, technology transfer, technology consulting, technology development, technology transfer, technology consulting, technology training and technical services of automatic automation system; Manufacturing and sales of computer control department training and technical services; Manufacture and sell computer control system software, hardware and network products, intelligent control software and hardware and supporting equipment, hardware and software and supporting equipment, equipment, electrical transmission devices and supporting equipment, electronic components, electrical transmission devices and supporting equipment, electronic components and supporting instruments of control system; Undertake system integration engineering. Self operated and modern supporting instruments; Undertake system integration engineering; Software development; Import and export of all kinds of goods and technologies (except the research and development and manufacturing of mechanical equipment and electrical equipment limited by the state) (except the goods and technologies limited to production and business in other ports or prohibited from import and export). Production and business activities), sales; Self operated and acting as an agent for the import and export of various commodities and technologies (but the state restricts the company to operate or prohibits the import and export)
Goods and technology excluded).
Article 18 the promoters of the company are metallurgical automation research and Design Institute, Article 19 the promoters of the company are metallurgical automation research and Design Institute, Beijing Fufeng high tech Development Corporation, Beijing Electromechanical Research Institute, Co., Ltd., Beijing Fufeng high tech Development Corporation, Beijing guoyexing Automation Engineering Co., Ltd., Shenzhen heelectromechanical research Institute Beijing guoyexing Automation Engineering Co., Ltd. Gongbin Industrial Co., Ltd. subscribed for 43.535 million shares and Shenzhen Hebin Industrial Co., Ltd. respectively. The number of shares subscribed was divided into shares, 1.43 million shares, 650000 shares, 520000 shares and 325000 shares. The metallurgical industry has 43.535 million shares, 1.43 million shares, 650000 shares and 520000 shares, and the golden automation research and Design Institute has 325000 shares engaged in industrial automation. Metallurgical Automation Research and Design Institute Co., Ltd. is invested by its operational assets in the field, and the operational assets in the field of industrial automation owned by Beijing Fufeng high tech development are invested by the head office, Beijing Electromechanical Research Institute, Beijing guoyexing automation capital, Beijing Fufeng high tech Development Corporation, Beijing Electromechanical Research Engineering Co., Ltd Shenzhen Guohe Industrial Co., Ltd. and Shenzhen Hebin Automation Co., Ltd. were all invested in cash in November 1999. The contributors were all in November 1999.
Article 23 under the following circumstances, the company may not purchase its own shares in accordance with Article 24 of the law, except under any of the following circumstances in accordance with laws, administrative regulations, departmental rules and the articles of association:
Shares of the company: (I) reduce the registered capital of the company;
(I) reduce the company's capital; (II) merger with other companies holding shares of the company;
(II) merger with other companies holding shares of the company; (III) shareholders' objection to the company's merger and division resolution made by the general meeting of shareholders (III) shareholders' objection to the company's merger and division resolution made by the general meeting of shareholders, requiring the company to purchase its shares;
Dissenting from the resolution and requiring the company to purchase its shares; (IV) use shares for employee stock ownership plan or equity incentive; (IV) award shares to the employees of the company. (V) converting shares into corporate bonds issued by listed companies that can be converted into live stocks that the company does not buy or sell its own shares except under the above circumstances;
Move. (VI) it is necessary for a listed company to safeguard the company's value and shareholders' rights and interests.
Article 24 the company may choose to purchase its own shares in accordance with Article 25. The company may purchase its own shares in one of the listed ways: centralized trading, or centralized bidding trading in laws, administrative regulations and China (I) stock exchange; Other methods approved by the CSRC.
(II) method of offer; The company shall adopt other methods approved by the CSRC due to items (IV) and (V) (III) of Article 24 of the articles of association. The acquisition of shares of the company under the circumstances specified in item and item (VI) shall be carried out through public centralized trading.
Article 25
