2. The shareholders' meeting shall make a resolution to amend the Articles of Association, increase or decrease the registered capital. The resolution on merger, division, dissolution or change of corporate form of the company must be passed by shareholders representing more than two thirds of the voting rights.
3. If a listed company purchases or sells major assets within one year or the amount of guarantee exceeds 30% of the company's total assets, it shall make a resolution at the shareholders' meeting, which shall be passed by more than two thirds of the voting rights held by the shareholders present at the meeting.
It can survive by modifying the articles of association. To amend the Articles of Association in accordance with the provisions of the preceding paragraph, a limited liability company must be approved by shareholders holding more than two thirds of the voting rights, and a joint stock limited company must be approved by shareholders attending the shareholders' meeting.
Legal basis: People's Republic of China (PRC) Company Law.
Article 38 The shareholders' meeting shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) Electing and replacing directors and supervisors who are not employee representatives, and deciding on the remuneration of directors and supervisors;
(3) Examining and approving the report of the board of directors;
(4) Examining and approving the reports of the board of supervisors or supervisors;
(5) To examine and approve the annual financial budget plan and final accounts plan of the company;
(VI) To examine and approve the company's profit distribution plan and loss recovery plan;
(7) To make resolutions on the increase or decrease of the registered capital of the company;
(8) To make resolutions on the issuance of corporate bonds.
(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
(10) Amending the Articles of Association.
(eleven) other functions and powers stipulated in the articles of association.
Where the shareholders unanimously agree to the matters listed in the preceding paragraph in writing, they may make a decision directly without convening a general meeting of shareholders, and all shareholders shall sign and seal the decision document.
Article 43 At the shareholders' meeting, the shareholders shall exercise their voting rights in proportion to their capital contribution; However, unless otherwise stipulated in the articles of association.
Article 44 The methods of discussion and voting procedures of the shareholders' general meeting shall be stipulated in the articles of association, unless otherwise stipulated in this Law.
The shareholders' meeting shall make resolutions on amending the Articles of Association, increasing or decreasing the registered capital, and on the merger, division, dissolution or change of corporate form of the company, which must be approved by shareholders representing more than two thirds of the voting rights.