Zhuhai Enpower Electric Co.Ltd(300681)
constitution
China Zhuhai
January 2002
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 2 independent directors
Section III 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 2 profit distribution
Section III internal audit
Section IV 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
Zhuhai Enpower Electric Co.Ltd(300681)
constitution
Chapter I General Provisions
Article 1 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 in order to safeguard the legitimate rights and interests of the company, shareholders and creditors and standardize the organization and behavior of the company.
Article 2 the company is a joint stock limited company (hereinafter referred to as the “company”) established by Zhuhai Zhuhai Enpower Electric Co.Ltd(300681) Co., Ltd. in accordance with the company law and other relevant national laws and administrative regulations. The company is registered with Zhuhai Administration for Industry and Commerce and has obtained a business license. The unified social credit code is 9144040077096114×2.
Article 3 with the approval of China Securities Regulatory Commission (hereinafter referred to as “CSRC”) on June 30, 2017, the company issued 18.9 million RMB ordinary shares to the public for the first time and was listed on Shenzhen Stock Exchange on July 25, 2017.
Article 4 registered name of the company
Chinese Name: Zhuhai Enpower Electric Co.Ltd(300681)
English Name: Zhuhai empower Electric Co., Ltd
Article 5 company domicile: Building 1, No. 6, Keji 6th Road, Tangjiawan Town, high tech Zone, Zhuhai City.
Postal Code: 519085
Article 6 the registered capital of the company is 76.60102 million yuan. All registered capital has been paid up on January 8, 2022.
Article 7 the business term of the company is long-term. 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, 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, the Secretary of the board of directors and the person in charge of finance of the company.
Chapter II business purpose and scope
Article 12 the company’s business purpose is to continuously innovate technology, promote the development of new energy vehicles, adhere to integrity and diligence, and repay employees, shareholders and the society.
Article 13 after registration according to law, the business scope of the company is: development, production, processing (except restricted and prohibited categories) and sales of electrical products, electronic components and products, motor vehicle parts and components, computer software and hardware; Wholesale and retail of Wujinjiaodian and storage battery. (for projects subject to approval according to law, business activities can be carried out only after approval by relevant departments). Technical services.
The company is engaged in activities within its business scope. According to the laws, regulations and the decision of the State Council, the projects that need to be licensed shall be operated on the strength of the license examination and approval documents or licenses after applying to the relevant licensing departments. The business scope of the company shall be publicized on Zhuhai commercial subject registration license and credit publicity platform according to regulations.
Chapter III shares
Section 1 share issuance
Article 14 the shares of the company shall be in the form of shares. Article 15 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 16 the par value of the shares issued by the company is indicated in RMB, and the par value of each share is RMB 1.
Article 17 the shares issued by the company shall be centrally deposited in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited (hereinafter referred to as “securities registration authority”).
Article 18 the company is established by Zhuhai Zhuhai Enpower Electric Co.Ltd(300681) Electric Co., Ltd. with the audited net assets converted into shares as of June 30, 2015. When the company was established, the promoters subscribed 10 million ordinary shares, and the number and proportion of shares held by each promoter are as follows:
Number of shares subscribed and paid in
No. capital amount of the initiator (ten thousand capital amount (ten thousand shares) shareholding ratio, contribution method and contribution time yuan)
1 Jiang Guibin 700.00 in 2015 8 70.00% of net assets converted into shares
March 31
2 li Hongyu 200.00 in 2015 8 20.00% of net assets converted into shares
March 31
3 Wei Biao 100.00 August 2015 10.00% of net assets converted into shares
March 31
Total 1000.00 100.00%
Article 19 the total number of shares of the company is 76.60102 million, and the capital structure of the company is: 76.60102 million ordinary shares and 0 shares of other types.
The shareholding structure of the company before the initial public offering of shares to the public is as follows:
Number of shares and shareholding ratio of paid in capital contribution subscribed in sequence
No. shareholder name capital amount (10000 yuan) (10000 shares) example capital contribution method capital contribution time yuan
Sponsor shareholder
1. Jiang Guibin 3150.00 3150.00 3150.00 55.56% capital reserve transferred to increase October 31, 2015
2. Li Hongyu 900.00 900.00 900.00 15.87% increase in capital reserve October 31, 2015
3. Wei Biao 450.00 450.00 450.00 7.94% increase in capital reserve October 31, 2015
Non sponsor shareholders
Zhuzhou overpass
4. Crane shares 337.50 337.50 337.50 5.95% capital reserve transferred to the company on October 31, 2015
5. Liu Anguo 157.50 157.50 157.50 2.78% increase in capital reserve October 31, 2015
Zhuhai leading
Internet high tech
6. Technology industry 135.00 135.00 135.00 2.38% capital reserve transferred to investment center on October 31, 2015 (limited partnership)
(partner)
7. Ruan bin 135.00 135.00 135.00 2.38% increase in capital reserve October 31, 2015
8. Cheng Guping 112.50 112.50 112.50 1.98% capital reserve transferred to increase in October 2015
