Shandong Longquan Pipeline Engineering Co.Ltd(002671)
constitution
April, 2002
catalogue
Chapter I General Provisions Chapter II business purpose and scope Chapter III shares four
Section 1 share issuance four
Section III share transfer seven
Chapter IV shareholders and general meeting of shareholders eight
Section 1 shareholders eight
Section II general provisions of the general meeting of shareholders ten
Section III convening of the general meeting of shareholders twelve
Section IV proposal and notice of the general meeting of shareholders thirteen
Section V convening of the general meeting of shareholders fourteen
Section VI voting and resolutions of the general meeting of shareholders seventeen
Chapter V board of Directors twenty
Section 1 Directors twenty
Section II board of Directors twenty-two
Chapter VI president and other senior managers Chapter VII board of supervisors twenty-seven
Section I supervisors twenty-seven
Section II board of supervisors twenty-eight
Chapter VIII Financial Accounting system, profit distribution and audit twenty-nine
Section I financial accounting system twenty-nine
Section II Internal Audit thirty-one
Section III appointment of accounting firm thirty-two
Chapter IX notices and announcements thirty-two
Section I notice thirty-two
Section II announcement thirty-three
Chapter X merger, division, capital increase, capital reduction, dissolution and liquidation thirty-three
Section 1 merger, division, capital increase and capital reduction thirty-three
Section 2 dissolution and liquidation thirty-four
Chapter XI amendment of the articles of Association 35 Chapter XII Supplementary Provisions thirty-six
Shandong Longquan Pipeline Engineering Co.Ltd(002671)
constitution
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, the 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 relevant provisions.
Article 2 Shandong Longquan Pipeline Engineering Co.Ltd(002671) (hereinafter referred to as “the company”) is a joint stock limited company established in accordance with the relevant provisions of the state. The company was initiated and established by Zibo Longquan Pipeline Engineering Co., Ltd. in the form of overall change, registered with Zibo Administration for Industry and Commerce and obtained the business license of enterprise legal person.
Article 3 with the approval of the China Securities Regulatory Commission on March 16, 2012, the company issued 23.6 million RMB ordinary shares to the public for the first time and was listed on the Shenzhen Stock Exchange on April 26, 2012. Article 4 Chinese name of the company: Shandong Longquan Pipeline Engineering Co.Ltd(002671) .
English name of the company: Shanghai Longquan Pipe Engineering Corp. Ltd
Article 5 company domicile: No. 36, Jianshan Road, Boshan District, Zibo City, Shandong Province.
Article 6 the registered capital of the company is 565725368 yuan.
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 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 and senior managers of the company, shareholders can sue the company, and the company can sue shareholders, directors, supervisors and senior managers.
Article 11 The term “senior managers” as mentioned in the articles of association refers to the president, vice president, executive president, assistant to the president, Secretary of the board of directors and person in charge of finance.
Article 12 the company shall establish a Communist Party organization and carry out party activities in accordance with the provisions of the articles of association 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 the company’s business purpose is to be responsible for the end users, serve customers wholeheartedly, and strive to build a new society of environmental protection, health, safety and harmony.
Article 14 after being registered according to law, the business scope of the company includes the manufacture, entrusted processing, sales and installation of concrete products such as prestressed steel cylinder concrete pipe, prestressed concrete pipe, reinforced concrete drainage pipe, precast concrete lining segment, precast prefabricated concrete box culvert and other cement prefabricated components, and providing corresponding after-sales technical services; Production, pouring and sales of commercial concrete; Manufacturing, sales, installation and technical consulting services of metal pipes and fittings; Manufacturing, sales and technical consulting services of hydraulic metal structure products; Plastic pipes and fittings manufacturing, sales, installation and technical consulting services; Import and export of goods; Mechanical equipment and house leasing; General contracting of housing construction and municipal infrastructure projects; Surveying and mapping services; Software development; Management of municipal facilities (for projects subject to approval according to law, business activities can be carried out only with the approval of 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 18 the shares issued by the company shall be centrally deposited in Shenzhen Branch of China Securities Depository and Clearing Corporation.
Article 19 the promoters of the company are Liu Changjie and others.
The number of shares subscribed by each sponsor, the mode of capital contribution and the shareholding ratio are as follows:
Serial number name of shareholder number of shares subscribed (shares) mode of contribution shareholding ratio
1 Liu Changjie 29 Guangdong Xiongsu Technology Group Co.Ltd(300599) net assets 41.40%
2 Liu Changhan 7577088 net assets 10.71%
3. Han Zhenxiang 2848985 net assets 4.03%
4. Xu Yuqing 2545901 net assets 3.60%
5 Wang Xiaojun 2424668 net assets 3.43%
Serial number name of shareholder number of shares subscribed (shares) mode of contribution shareholding ratio
6 Zhao Yushan 2227664 net assets 3.15%
7. Xinjiguo 2076122 net assets 2.93%
8 Zhang Yu 2076122 net assets 2.93%
9. Li Jiucheng 1757884 net assets 2.48%
10 Zhao Yujun 1591188 net assets 2.25%
11 Wang Xiangmin 1591188 net assets 2.25%
12 Wang Fengxia 1591188 net assets 2.25%
13. Shen Jianming 1212334 net assets 1.71%
14 Zhao Xiaode 1151717 net assets 1.63%
15 Liu Ning 985021 net assets 1.39%
16 luqidong 954713 net assets 1.35%
17 song Zuoyun 954713 net assets 1.35%
18 Liu Wenwen 833480 net assets 1.18%
19 Zhou Wenzhi 606167 net assets 0.85%
20 Wang Aosheng 606167 net assets 0.85%
21 Liu Zhanbin 560704 net assets 0.79%
22 Xu Baidong 484934 net assets 0.69%
23 majihong 394009 net assets 0.56%
24 Qian Yuqi 318238 net assets 0.45%
25 Zhang Suping 318238 net assets 0.45%
26 Guo Yuling 3182380.45% of net assets
27. Net assets of Zhengfa 3182380.45%
28 Xiao Yongsheng 318238 net assets 0.45%
29 LV Bingfang 318238 net assets 0.45%
30 Zheng Baorong 318238 net assets 0.45%
31 guochengfeng 318238 net assets 0.45%
32 Li Jinfeng 318238 net assets 0.45%
33 Liu Zhenming 242467 net assets 0.34%
34 Wang Baoling 242467 net assets 0.34%
35 Yangguang 159119 net assets 0.22%
36 Lu Chuanwei 1060790.15% of net assets
37 Yan Shiwen 106079 net assets 0.15%
38 Wei Qiang 106079 net assets 0.15%
39 Zhao Li 106079 net assets 0.15%
40 Zhai naiqing 106079 net assets 0.15%
41 sun Zhaosheng 106079 net assets 0.15%
forty-two
