Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987)
Comparison table of amendments to the articles of Association
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Article 23 the company or its subsidiaries Article 23 the company or its subsidiaries (including its subsidiaries) shall not give a gift to the company (including its subsidiaries), and shall not give a gift, advance, guarantee, compensation or loan to any person who purchases or intends to purchase shares of the company, Provide any assistance to those who purchase or intend to purchase shares of the company. Provide any funding.
Article 26 the company is under the following circumstances
Article 26 the company shall not acquire the company, and may, in accordance with laws, administrative regulations and departments
Company shares. However, under any of the following circumstances, in addition to 2 the provisions of the regulations and the articles of association, the acquisition of the company
Outside:
shares:
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Article 27 a company may acquire its own shares through public centralized trading parties or through public centralized trading parties
Or recognized by laws and regulations and the CSRC, or by laws, administrative regulations and other methods approved by the CSRC. Other methods approved by the CSRC.
Article 40
(IV) not abusing shareholders' rights to damage (IV) not abusing shareholders' rights to damage the interests of the company or other shareholders; Not abuse the interests of the company or other shareholders; The independent status of the company's legal person and the limited liability of shareholders shall not be abused, and the independent status of the company's legal person and the limited liability of shareholders shall be used to damage the interests of the company's creditors; To be allowed to damage the interests of creditors of the company;
4. If the shareholders of the company abuse the rights of shareholders and cause losses to the company (V) laws, administrative regulations, this chapter or other shareholders, they shall bear other obligations in accordance with the procedures.
The law assumes liability for compensation. Where a shareholder of a company abuses his rights and causes losses to the company's shareholders by abusing the independence of the company's legal person or other shareholders, he shall be subject to the limited liability of the shareholders, evade debts and bear the liability for compensation in strict accordance with the law. Where the shareholders of a company abuse public weight to damage the interests of the creditors of the company, they shall be liable for the independent status of the judiciary and the limited liability of the shareholders,
Serial number before revision after revision
The company shall be jointly and severally liable for its debts. (V) those who evade debts and seriously damage the interests of creditors of the company (V) laws, administrative regulations or principal interests shall be jointly and severally liable for the debts of the company and shall bear other obligations stipulated in the articles of association. Ren.
Article 43 the general meeting of shareholders is the company Article 43 the general meeting of shareholders is the company
The authority of the shall exercise the following functions and powers according to law: the authority of the shall exercise the following functions and powers according to law:
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（15） (15) to review the equity incentive plan and the member (15) to review the equity incentive plan;
Employee stock ownership plan;
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Article 44 the following external guarantees of the company shall be examined and approved by the general meeting of shareholders. The guarantee shall be examined and approved by the general meeting of shareholders. (I) the company and its holding subsidiaries (I) any guarantee provided after the total amount of external guarantee of the company and its holding subsidiaries reaches or exceeds the latest total amount of external guarantee and exceeds 50% of the audited net assets in the latest period; Guarantee;
(II) guarantee fund within 12 consecutive months (II) the total amount of the company's external guarantee exceeds 30% of the company's total assets audited in the latest period and exceeds 30% of the total assets audited in the latest period; Any guarantee provided later;
6 (III) guarantee fund within 12 consecutive months (III) the amount of guarantee of the company within one year exceeds 50% of the latest audited net assets of the company, and the absolute amount exceeds 50 million yuan; 30% guarantee;
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(VI) guarantees for shareholders, actual controllers and (VI) guarantees for shareholders, actual controllers and their related parties. Guarantee provided by its related parties.
When the general meeting of shareholders considers the guarantee proposal provided for the shareholders and the actual general meeting of shareholders to consider the guarantee matters provided by the controller and its related parties in Item (III) of the preceding paragraph, it shall be approved by the shareholders present at the meeting. The shareholder or shareholders with more than two-thirds of the voting rights held by the actual controller shall not participate in the voting.
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The voting shall be adopted by more than half of the directors, general managers and other managers of the company held by other shareholders attending the general meeting of shareholders. If the personnel fail to sign the external guarantee contract according to the approval authority and review procedures of the company's external guarantee, and cause damage to the company, the relevant personnel shall be investigated for responsibility. The directors who are responsible for the decision-making of the external guarantee in violation of regulations or obvious improper decision-making shall be jointly and severally liable for the losses caused to the company by the guarantee.
Article 51... Article 51
The board of supervisors agrees to convene an extraordinary general meeting of shareholders. If the board of supervisors agrees to convene an extraordinary general meeting of shareholders, it shall issue a notice of convening the meeting within 5 days after receiving the request. If the board of supervisors agrees to convene an extraordinary general meeting of shareholders, it shall issue a notice of convening the meeting within 5 days after receiving the request
The notice of the general meeting of shareholders, the notice of the original proposal of the general meeting of shareholders in the notice, and the change of the original request in the notice shall be approved by the relevant shareholders. The change of shall be approved by the relevant shareholders
Article 52 the board of supervisors or shareholders decide to convene the general meeting of shareholders by themselves. If the board of supervisors or shareholders decide to convene the general meeting of shareholders by themselves, they shall notify the board of directors in writing. At the same time, they shall notify the board of directors in China where the company is located, and file with the dispatched office of the Securities Regulatory Commission of Shenzhen Stock Exchange and Shenzhen Stock Exchange.
keep on record. Before the announcement of the resolution of the general meeting of shareholders and before the announcement of the resolution of the general meeting of shareholders, the shareholding proportion of the convening shareholders shall not be less than 10%. The shareholding ratio of convening shareholders shall not be less than 10%. Shareholders shall issue a general meeting of shareholders no later than 8
When issuing the notice of the general meeting of shareholders, the convening shareholders shall promise not to reduce their shares held by the dispatched office of the CSRC and Shenzhen from the date of the company's proposal to convene the general meeting of shareholders and the announcement of the resolution of the general meeting of shareholders.
The stock exchange shall submit relevant supporting materials. The board of supervisors or convening shareholders shall submit relevant supporting materials to Shenzhen Stock Exchange when issuing the notice of the general meeting of shareholders and the announcement of the resolution of the general meeting of shareholders.
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Article 53 for the board of supervisors or shareholders Article 53 for the general meeting of shareholders convened by the board of supervisors or shareholders, the general meeting of shareholders convened by the board of directors and shareholders, the board of directors and shareholders
The Secretary of the board of directors will cooperate. The board of directors shall cooperate with the Secretary of the board of directors. The board of directors will provide the register of shareholders on the equity registration date. Register of shareholders for the date of equity registration.
Article 58 the notice of the general meeting of shareholders includes the following contents:
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(V) name of permanent contact person for conference affairs, and (V) name and telephone number of permanent contact person for conference affairs. Telephone number
If the general meeting of shareholders adopts network or other means (VI) network or other means of voting, the time and voting procedures shall be clearly specified in the notice of the general meeting of shareholders.
Specify the voting time and table of network or other methods
10. Decision making procedure. The start time of online or other voting of the general meeting of shareholders shall not be earlier than 3:00 p.m. on the day before the online or other voting of the on-site general meeting of shareholders, and shall not be later than 9:15 a.m. and 9:30 a.m. on the day of the on-site general meeting of shareholders, The closing time shall not be earlier than 3:00 p.m. of the day when the on-site shareholders' meeting is held.
9: 30. The end time shall not be earlier than the on-site stock
3:00 p.m. on the day of the end of the East Conference.
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Article 78 resolutions of the general meeting of shareholders are divided into ordinary resolutions and special resolutions. Ordinary and special resolutions.
If the general meeting of shareholders makes an ordinary resolution, the general meeting of shareholders shall make an ordinary resolution, which shall be attended by 11 shareholders
