Hangzhou Dadi Haiyang Environmental Protection Co.Ltd(301068) articles of Association
catalogue
Chapter I General Provisions Chapter II business purpose and scope Chapter III shares
Section 1 share issuance
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 provisions of the general meeting of shareholders
Section III convening of the general meeting of shareholders
Section IV proposal and notice of shareholders’ meeting
Section V convening of the general meeting of shareholders
Section VI voting and resolutions of the general meeting of shareholders
Chapter V board of directors
Section 1 directors
Section II board of directors
Chapter VI general manager and other senior managers Chapter VII board of supervisors
Section I supervisors
Section II board of supervisors
Chapter VIII Financial Accounting system, profit distribution and audit
Section I financial accounting system
Section II Internal Audit
Section III appointment of accounting firms
Chapter IX notice and announcement
Section I notice
Section 2 Announcement
Chapter X merger, division, capital increase, capital reduction, dissolution and liquidation
Section 1 merger, division, capital increase and capital reduction
Section 2 dissolution and liquidation
Chapter XI amendment of the articles of association Chapter XII supplementary provisions
Chapter I General Provisions
Article 1 in order to safeguard the legitimate rights and interests of the company, shareholders and creditors and standardize the organization and behavior of the company, these articles of association are formulated 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 other laws, administrative regulations, departmental rules and normative documents.
Article 2 the company is a joint stock limited company (hereinafter referred to as the “company”) established by the overall change of a limited liability company in accordance with the company law and other relevant provisions.
The company is registered with Zhejiang market supervision and Administration Bureau and has obtained a business license. The unified social credit code number is 913301107494973628.
Article 3 the company was registered with the consent of the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) on July 28, 2021, issued 21000000 RMB ordinary shares to the public for the first time, and was listed on the Shenzhen Stock Exchange on September 28, 2021.
Article 4 registered name of the company: Hangzhou Dadi Haiyang Environmental Protection Co.Ltd(301068)
Full English Name: Hangzhou Dadi Haiyang environmental protection Co., Ltd
Article 5 domicile of the company: No. 111, Lingang Road, Renhe street, Yuhang District, Hangzhou City, Zhejiang Province
Article 6 the registered capital of the company is RMB 84 million.
Article 7 the company is a permanent joint stock limited company.
Article 8 the chairman is the legal representative of the company.
Article 9 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 for, and the company shall be liable for the debts of the company to the extent of all its assets.
Article 10 from the effective date, the articles of association of the company 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 11 The term “other senior managers” as mentioned in the articles of association refers to the deputy general manager, chief financial officer and Secretary of the board of directors of the company.
Article 12 the company shall establish a Communist Party to organize and carry out party activities in accordance with the provisions of the Communist Party of China. The company provides necessary conditions for the activities of the party organization.
Chapter II business purpose and scope
Article 13 business purpose of the company: the company responds to the ecological concept of “green water and green mountains are golden mountains and silver mountains”, takes “developing green circular economy” as the goal, based on market demand, gathers limited resources, adheres to the development concept of “green, circular, low-carbon and environmental protection”, promotes the steady, healthy and sustainable development of the company, effectively protects the interests of the company, employees and shareholders, and promotes economic, social and social benefits Coordinated development of ecological benefits. Article 14 after registration according to law, the business scope of the company: collection, storage and utilization: waste mineral oil, waste emulsion, waste oil barrel and waste filter element; Production and processing: lubricating oil base oil (if the above business scope involves pre-approval items, it can be operated within the approved validity period), plant and site leasing, environmental protection technical services and consulting; Freight: transportation of dangerous goods (except for items requiring pre-approval), ordinary freight. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments).
Chapter III shares
Section 1 share issuance
Article 15 the shares of the company shall be in the form of shares.
Article 16 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; The shares subscribed by any unit or individual shall be paid the same price per share.
Article 17 the par value of the shares issued by the company shall be indicated in RMB.
Article 10 the shares issued by the company shall be centrally deposited in Shenzhen Branch of China Securities Depository and Clearing Corporation.
Article 19 at the time of the establishment of the company, the names of the sponsors’ shareholders, the number of shares subscribed, the method and time of capital contribution are as follows:
Sequence name of initiator subscribed shares (10000 shares) shareholding ratio contribution method contribution time No
1 Tang Weizhong 313887 53.30 net assets converted into shares August 31, 2017
2 Hangzhou Gonghe Investment Management Co., Ltd. 563.72 9.57 net assets converted into shares August 31, 2017
3 Zhang Jielai 448.09 7.61 net assets converted into shares August 31, 2017
4 Hangzhou Qianqian Investment Management Co., Ltd. 296.30 5.03 net assets converted into shares August 31, 2017 (limited partnership)
5 Tang Yuyang 202.36 3.44 net assets converted into shares August 31, 2017
6 Wu Jianming 180.00 3.06 net assets converted into shares August 31, 2017
Zhejiang Hengjin Tongsheng Venture Capital Co., Ltd. August 7, 2017 partnership (limited to 180.00 3.06 net assets converted into shares on December 31)
Zhejiang Zhoushan rushanhui Yingchuang August 8, 2017 investment partnership (limited 150.00 2.55 net assets converted into shares, partnership on December 31)
9 Huafang Group Co., Ltd. 135.00 2.29 net assets converted into shares August 31, 2017
10 Shanghai Rongding investment management service 127.78 2.17 net assets converted into shares August 31, 2017
11 Gu Guanghua 100.00 1.70 net assets converted into shares August 31, 2017
12 Blue Mountain Investment Co., Ltd. 92.59 1.57 net assets converted into shares August 31, 2017
13 Yu Hongquan 90.00 1.53 net assets converted into shares August 31, 2017
14 Hangzhou jinxinggu venture capital 46.30 0.79 net assets converted into shares August 31, 2017 partnership (limited partnership)
Shaoxing Keqiao Jinju Venture Capital Co., Ltd. August 15, 2017 (limited to 46.30 0.79 net assets converted into shares on August 31)
16 Wang Jianyun 46.30 0.79 net assets converted into shares August 31, 2017
17 Lin Guifu 45.00 0.76 net assets converted into shares August 2017
Article 20 the total number of shares of the company is 84 million, and the capital structure of the company is 84 million ordinary shares.
Article 21 the company or its subsidiaries (including its subsidiaries) shall not provide any assistance to those who purchase or intend to purchase shares of the company in the form of gifts, advances, guarantees, compensation or loans.
Section II increase, decrease and repurchase of shares
Article 22 according to the needs of operation and development, and in accordance with the provisions of laws and regulations, the company may increase its capital in the following ways through resolutions made by the general meeting of shareholders:
(I) public offering of shares;
(II) non public offering of shares;
