In today's social life, the articles of association are used more and more frequently. The articles of association reflect the common ideals, wishes and will of all members of an organization and the common interests of all members. It can only be based on the consensus reached by all members. So is it really difficult to make a charter? The following is a sample of the articles of association I have compiled for you. You are welcome to study for reference. I hope it helps you.
Articles of Association 1 Chapter I General Provisions
Article 1 In order to standardize the organization and behavior of the company and safeguard the legitimate rights and interests of the company, shareholders and creditors, the Articles of Association is formulated in accordance with the Company Law of People's Republic of China (PRC) (hereinafter referred to as the Company Law) and relevant laws and regulations, and in combination with the actual situation of the company.
Article 2 Company Name: _ _ Education Consulting Service Co., Ltd.
Article 3 Company's domicile:No. of Town Road.
Article 4 The company is registered in the Civil Affairs Service Building of the Municipal Administration for Industry and Commerce, and the operating period of the company is permanent.
Article 5 The Company is a limited liability company. The implementation of independent accounting, independent management, self financing. Shareholders are liable to the company to the extent of their subscribed capital contribution, and the company is liable to the debts of the company with all its assets.
Article 6 The Company shall resolutely abide by national laws, regulations and the Articles of Association, safeguard national interests and social interests, and accept the supervision of relevant government departments.
Article 7 The articles of association are binding on the company, shareholders, executive directors, supervisors and senior managers.
Article 8 The Articles of Association is formulated by all shareholders * * * and shall come into effect as of the date of registration of the company.
Chapter II Business Scope of the Company
Article 9 The business scope of the company shall be subject to the business scope approved by the company registration authority.
Chapter III Registered Capital of the Company
Article 10 The registered capital of the company is RMB 654.38+RMB 0,000.00, and the registered capital of the company is invested in one lump sum.
Chapter IV Name of Shareholders, Mode, Amount and Time of Contribution
Article 11 The Company consists of 1 self-heating shareholders;
Shareholder 1: Wang xx
Home address:
ID number:
Chapter V Organization, Formation Method, Authority and Rules of Procedure of the Company
Article 12 The shareholders of the company are composed of all shareholders, and the shareholders' meeting is the authority of the company. Exercising the functions and powers of Item 1 to Item 10 of Article 38 of the Company Law according to law, and other functions and powers are as follows:
1 1. To make resolutions on the guarantee provided by the company to shareholders or actual controllers;
12. To make resolutions on the company's investment in other enterprises or providing guarantees for people other than those in item 1 1 of this article;
13. The company made a resolution on hiring and dismissing the accounting firm that undertakes the company's audit business;
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 13 The method of discussion at the shareholders' meeting is as follows:
The shareholders' meeting shall be held for discussion, and the natural person shareholders shall attend in person. If you are unable to attend for some reason, you may entrust others to attend in writing. Shareholders' meetings are divided into regular meetings and temporary meetings:
1, regular meeting
The regular meeting will be held once every March.
2. Temporary meeting
Where shareholders, executive directors and supervisors representing more than one tenth of the voting rights propose to convene an interim meeting, an interim meeting shall be convened. Article 14 The voting procedure of the shareholders' meeting
1, meeting notice
When convening a shareholders' meeting, all shareholders shall be notified fifteen days before the meeting.
Step 2 chair the meeting
The shareholders' meeting shall be convened and presided over by the executive director. If the executive director is unable to perform or fails to perform the duties of convening the shareholders' meeting, it shall be convened and presided over by the supervisor. If the supervisor fails to convene and preside over the meeting, shareholders representing more than one tenth of the voting rights may convene and preside over the meeting. The first meeting of shareholders
The meeting shall be convened and presided over by the shareholder with the largest capital contribution, and shall exercise its functions and powers in accordance with the provisions of the Company Law.
Step 3 vote at the meeting
The shareholders shall exercise their voting rights in proportion to their capital contribution. The provisions on how many voting rights each resolution of the shareholders' meeting should represent are as follows:
(1) The resolution of the shareholders' meeting on the increase or decrease of registered capital, division, merger, dissolution or change of corporate form of the company must be passed by shareholders representing more than two thirds of the voting rights.
(2) A company may amend its articles of association, and the resolution to amend the articles of association must be passed by shareholders representing more than two thirds of the voting rights.
(3) The resolution of the shareholders' meeting on the guarantee provided by the company to the shareholders or actual controllers of the company must be passed by more than half of the voting rights held by other shareholders except the shareholders controlled by the above-mentioned shareholders or actual controllers.
(4) Other resolutions of the general meeting of shareholders must be passed by shareholders representing more than half of the voting rights.
4. Meeting minutes
When convening a general meeting of shareholders, the minutes shall be recorded in detail, and the shareholders present at the meeting must sign the minutes.
Article 15 The Company shall have an executive director instead of a board of directors, who shall be elected by the shareholders' meeting.
Article 16 The executive director shall be responsible to the shareholders' meeting and exercise the functions and powers in Article 47 (items 1 to 10) of the Company Law. Article 17 The term of office of the executive director is three years. Upon expiration of the term of office, the executive director may be re-elected. If the executive director fails to change in time or resigns during the term of office, the former executive director shall still perform the duties of the executive director in accordance with laws, administrative regulations and the Articles of Association before the new executive director takes office.
Article 18 A company shall have a manager, who concurrently serves as an executive director, and shall exercise the functions and powers stipulated in Article 50 of the Company Law. Article 19 The company does not have a board of supervisors, but has a supervisor who is a non-employee representative and is elected by the shareholders' meeting.
Article 20 The term of office of a supervisor is three years. Upon expiration of the term of office, a supervisor may be re-elected. If the supervisor fails to change in time or resigns during his term of office, the original supervisor shall still perform his duties in accordance with laws, administrative regulations and the Articles of Association before the new supervisor takes office.
Executive directors and senior managers shall not concurrently serve as supervisors.
Article 21 The supervisor shall be responsible to the shareholders' meeting and exercise the functions and powers specified in Item 1 to Item 6 of Article 54 of the Company Law.
Supervisors may attend the shareholders' meeting as nonvoting delegates, and may conduct investigations if they find that the company is operating abnormally. If necessary, an accounting firm can be hired to assist in the work, and the expenses shall be borne by the company.
Chapter VI Transfer of Company's Equity
Article 22 Shareholders of a company may transfer all or part of their shares to each other.
Article 23 A shareholder's transfer of equity to a person other than a shareholder shall be approved by more than half of the other shareholders. Shareholders shall notify other shareholders in writing to agree to the transfer of their shares. If other shareholders fail to reply within 30 days from the date of receiving the written notice, they shall be deemed to have agreed to the transfer. If more than half of the other shareholders do not agree to the transfer, the shareholders who do not agree shall purchase the transferred equity; Do not buy, as agreed to transfer.
For the equity transferred with the consent of shareholders, under the same conditions, other shareholders have the preemptive right, and if two or more shareholders claim to exercise the preemptive right, their respective purchase proportions shall be determined through consultation; If negotiation fails, the preemptive right shall be exercised in accordance with their respective investment proportions at the time of transfer. Article 24 Before the shareholders of the company transfer their shares, a shareholders' meeting shall be held, and the resolutions of the shareholders' meeting shall be unanimously adopted by all shareholders and signed and sealed. If all shareholders cannot reach an agreement, the provisions of Articles 22 and 23 of the Articles of Association shall prevail.
Article 25 Other matters concerning the company's equity transfer shall be implemented in accordance with Articles 73 to 76 of the Company Law.
Chapter VII Legal Representative of the Company
Article 26 The legal representative of the company is the executive director.
Chapter VIII Finance and Accounting
Article 27 A company shall establish its own financial and accounting systems in accordance with laws, administrative regulations and the provisions of the competent financial department of the state. Article 28 The company shall prepare financial and accounting reports at the end of various accounting systems, conduct audits in accordance with the provisions of the state and relevant departments, submit them to the departments of finance, taxation and industry and commerce administration, and submit them to shareholders for review.
The financial accounting report includes the following accounting statements and attached schedules: balance sheet; (2) Income statement; (3) Statement of changes in financial position; (4) financial status; (5) Description; (6) Statement of profit distribution.
Article 29 When distributing the annual after-tax profits, the company shall withdraw 10% of the profits and include it in the statutory reserve fund. When the accumulated amount of the statutory common reserve fund of the company exceeds 50% of the registered capital of the company, it shall not be withdrawn.
The company's provident fund is used to make up the company's losses in previous years, expand the company's production and operation or increase the company's capital. However, the capital reserve fund shall not be used to make up the company's losses.
Article 30 The after-tax profits of the company after making up losses and withdrawing common reserve fund shall be distributed according to the proportion of shareholders' capital contribution.
Article 31 When the statutory common reserve fund is converted into capital, the retained common reserve fund shall not be less than 25% of the registered capital of the company before the conversion.
In addition to the statutory accounting books, the company may not set up other accounting books.
Accounting books, statements and various vouchers shall be bound into volumes and filed in accordance with the relevant provisions of the Ministry of Finance, and shall be properly kept as important files.
Chapter IX Bankruptcy, Dissolution, Termination and Liquidation
Article 32 Where a company is dissolved due to the provisions of item (1)(2)(4)(5) listed in Article 18 1 of the Company Law, it shall set up a liquidation group within 15 days from the date of the dissolution. If a liquidation group is not established for liquidation within the time limit, the creditor may apply to the people's court to appoint relevant personnel to form a liquidation group for liquidation.
The liquidation group of the company shall notify the creditors within 10 days from the date of establishment and make an announcement in the newspaper within 60 days. Creditors shall, within 30 days from the date of receiving the notice, and within 45 days from the date of announcement if they have not received the notice, declare their claims to the liquidation group.
The remaining property of the company's property after paying liquidation expenses, wages of employees, social insurance expenses and statutory compensation, paying taxes owed and paying off the company's debts shall be distributed according to the proportion of capital contribution of shareholders of a limited liability company and the proportion of shares of shareholders of a joint stock limited company.
After the company is liquidated, it shall apply to the company registration authority for cancellation of company registration according to law.
Article 33 The right to interpret the Articles of Association belongs to the shareholders' meeting of the company.
Article 34 The Articles of Association shall come into effect after being signed and sealed by all shareholders.
Article 35 Upon the proposal of the shareholders' meeting, the company may amend its articles of association. Amendments to the Articles of Association must be approved by shareholders representing more than two thirds of the voting rights of the company, signed by the legal representative of the company and reported to the company registration authority for the record.
Article 36 If the Articles of Association conflict with the national laws, administrative regulations and decisions of the State Council, the national laws, administrative regulations and decisions of the State Council shall prevail.
Article 37 The Articles of Association are in six originals, one for the shareholders, one for the company registration authority, one for the capital verification agency, and two for the company.
Articles of Association 2 Chapter I General Provisions
Article 1 In order to regulate the behavior of sole proprietorship enterprises, protect the legitimate rights and interests of investors and creditors of sole proprietorship enterprises, maintain social and economic order, and promote the development of socialist market economy, these Articles of Association are formulated in accordance with the Law on Sole proprietorship Enterprises as the operating criteria of this enterprise.
Article 2 Name of enterprise:
Article 3 Enterprise address:
Article 4 The person in charge of the enterprise:
Article 5 Business scope of an enterprise:
Article 6 This enterprise is a sole proprietorship enterprise, invested by natural persons, and the property belongs to the investors, who shall bear unlimited liability for the debts of the enterprise with their personal property.
Article 7 This enterprise shall engage in business activities within the registered business scope, and all activities shall abide by laws and administrative regulations, follow the principle of good faith, and shall not harm the public interests, and fulfill its tax payment obligations according to law.
Chapter II Mode and Amount of Capital Contribution
Article 8 The investor of this enterprise is a natural person, and the declared contribution is _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _.
Chapter III Finance, Accounting and Labor Wage System
Article 9 This enterprise shall, in accordance with the relevant laws and regulations of the state, formulate a financial accounting system, set up accounting books according to law, and conduct accounting.
Article 10 The fiscal year of this enterprise adopts the Gregorian calendar system, and the fiscal year is from year to year.
Article 11 When employing employees, this enterprise shall sign labor contracts with employees according to law, ensure their labor safety, pay their wages in full and on time, participate in social insurance in accordance with state regulations, and pay social insurance premiums for employees.
Chapter IV Dissolution and Liquidation of Enterprises
Article 12 The date of issuance of the business license of this enterprise is _ _ _ _ _ _ _ _ _ _.
Article 13 An enterprise shall be dissolved under any of the following circumstances:
(1) The investor decides to dissolve;
(2) The investor is dead or declared dead, and there is no heir or the successor decides to give up the inheritance;
(3) The business license is revoked according to law;
(4) Other circumstances stipulated by laws and administrative regulations.
Article 14 When an enterprise is dissolved, the investors shall liquidate it themselves or the creditors shall apply to the people's court to appoint a liquidator for liquidation. Investors who liquidate themselves shall notify creditors in writing within _ _ _ _ days before liquidation. If it is impossible to notify, it shall be announced. The creditor shall, within _ _ _ _ _ days from the date of receiving the notice, or within _ _ _ _ _ _ _ _
Article 15 After the dissolution of an enterprise, the original investor shall still be liable for paying off the debts of the sole proprietorship enterprise during its existence. However, if the creditor fails to demand payment from the debtor within _ _ _ _ _ _ _ _ _ years.
Article 16 When an enterprise is dissolved, the property shall be paid off in the following order:
(a) arrears of wages and social insurance premiums for employees;
(2) tax arrears;
(3) Other debts.
Article 17 During the liquidation period, an enterprise shall not carry out business activities unrelated to the liquidation purpose. Before paying off debts in accordance with the provisions of the preceding article, investors shall not transfer or conceal their property.
Article 18 If the property of the enterprise is insufficient to pay off the debts, the investor shall pay off the debts with other personal property.
Article 19 After the liquidation of an enterprise, the investor or the liquidator designated by the people's court shall prepare a liquidation report and go through the cancellation of registration with the registration authority within _ _ _ _ _.
Chapter V Supplementary Provisions
Article 20 Matters not covered in the Articles of Association shall be handled in accordance with relevant national laws and regulations.
Article 21 The original articles of association shall be _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Signature (seal) of investor:
Conclusion date:
Articles of Association 3 Chapter I General Provisions
Article 1 In accordance with the Regulations of People's Republic of China (PRC) Municipality on the Administration of Registration of Enterprise Legal Persons, the Interim Measures of Beijing Municipality on the Administration of Registration of Joint-stock Cooperative Enterprises and other relevant laws and regulations, all investors have formulated the Articles of Association through friendly consultation on the principle of equality and mutual benefit.
Chapter II Purpose
Article 2 The purpose of this enterprise is to pursue excellent quality, contribute to the society with the best quality and maximize the enterprise value.
Article 3 This enterprise is supervised and protected by laws and regulations, and all its activities comply with the provisions of laws and regulations, and consciously accept the management, supervision and inspection of the industrial and commercial bureau, tax bureau, price bureau and other organs.
Chapter III Basic Information of Enterprises
Article 4 Basic information of the enterprise
Enterprise name _ _ _ _ _ _ _ _ _ _ _ _
Address _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Business scope mainly includes _ _ _ _ _ _ _ _ _ _
Run concurrently in economic nature _ _ _ _ _ _ _
Legal Representative _ _ _ _ _ _ _ _
Article 5 The registered capital of an enterprise is RMB _ _ _ _ _ _. The sources of registered capital include RMB _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Chapter IV Parties and Capital Contribution Ratio
Article 6 Parties and the proportion of capital contribution
1. natural person's contribution _ _ _ _ _ _ _ _ _ _ _
2. The legal person contributes _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Chapter V Conditions and Methods of Equity Transfer
Article 7. Shareholders may not withdraw their shares after purchasing them, but they can buy, sell, donate, inherit and mortgage them. Changes of stock holders shall be registered and transferred in accordance with relevant regulations. When the company's share mortgagor fails to redeem the shares at maturity, he shall go through the registration and transfer formalities with the mortgage contract in accordance with these Provisions. Before the company's shareholders' meeting &; Registration, transfer and other changes of shares will be suspended from January to the closing date, and no registration, transfer and other changes will be carried out from the date of liquidation of the company.
Article 8 Under the same conditions, other shareholders have the priority to transfer their shares.
Chapter VI Increase or decrease of registered capital
Article 9 The increase or decrease of the registered capital of an enterprise shall be approved by the shareholders' meeting, and the articles of association shall be amended at the same time, and the change registration formalities shall be handled with the original competent authority. When an enterprise reduces its registered capital, it shall notify its creditors in advance or make an announcement. No creditor raises any objection within 90 days after the notice or announcement, and it can only be carried out in accordance with the articles of association.
Chapter VII General Meeting of Shareholders
Article 10 The shareholders' meeting is the highest authority of the enterprise and has the right to decide all major matters of the enterprise.
Article 11 When the investor is the legal representative of the enterprise, the investor may appoint 1 person to attend the meeting and become a member of the board of directors of the enterprise.
Article 12 the power of the shareholders' meeting
1. Review the report submitted by the board of directors or the chairman;
2. Listen to and review the work report of the board of directors, annual financial budget and final accounts report, balance sheet, income statement and the company's development plan, business direction and implementation;
3. Review and approve the annual profit distribution and loss compensation plan proposed by the board of directors;
4. To consider the company's capital increase or decrease, acquisition or auction, and issuance of securities;
5. To make resolutions on major issues such as merger, division, transfer, termination and liquidation of the company;
6. Amend the Articles of Association;
7. To decide the remuneration and payment methods of the members of the board of directors;
8. Electing and dismissing members of the Board of Directors;
9. Decide on other matters of the company.
Article 13 The shareholders' meeting shall be held once a year. The shareholders' meeting shall be convened by the board of directors. Under the following circumstances, the board of directors may convene an extraordinary general meeting of shareholders:
1. When the board of directors deems it necessary;
2. When the company's loss reaches 65438+ 0/3 of the actual capital;
3. When shareholders holding more than 65,438+0/3 shares jointly put forward a proposal and explain the reasons in writing. The board of directors shall notify the shareholders 30 days before the general meeting of shareholders and explain the reasons.
Article 14 Resolutions of the shareholders' meeting
Resolutions of the shareholders' meeting are divided into ordinary resolutions and special resolutions. Ordinary resolutions were attended by more than 65,438+0/2 shareholders and passed by 65,438+0/2 shareholders present at the meeting; The special resolution shall be attended by more than two thirds of the shareholders and passed by more than two thirds of the shareholders present at the meeting.
The following matters shall be passed by a special resolution at the shareholders' meeting:
1. Decide on the increase or decrease of the registered capital of the enterprise;
2. To decide on the merger, division, termination and dissolution of enterprises;
3. Decided to amend the Articles of Association;
4. Shareholders transfer equity.
Article 15 The shareholders' meeting shall be recorded in writing, and the shareholders attending the meeting shall sign the minutes. The shareholders' meeting shall make a written resolution on the matters passed at the meeting, and the shareholders who agree to the resolution shall sign the resolution.
Chapter VIII Board of Directors
Article 16 The board of directors is the permanent institution of the enterprise, elected by the general meeting of shareholders, with an odd number of not less than 3 members. The Board of Directors shall exercise the following functions and powers:
1. Implement the resolutions of the shareholders' meeting;
2. Decide to convene a general meeting of shareholders and report to shareholders during the meeting;
3. Implement the resolutions of the shareholders' meeting;
4. Elect the chairman and vice chairman;
5. To examine and approve the company's development plan and business policy, and to approve the company's organizational setup;
6. Review the company's annual financial budget and final accounts report, dividend distribution plan and loss recovery plan;
7. To consider the plans for the company to increase, decrease and issue securities;
8. To examine and approve the company's asset acquisition and auction plan;
9. To formulate the division, merger, termination and liquidation plan of the Company;
10. To appoint and remove the company's deputy general manager, managers of subsidiaries, directors of the joint venture company and other senior staff;
1 1. Decide the salary standards and incentives for employees;
12. examine and approve the company's important management systems and regulations on personnel, administration, finance and welfare;
13. supervise and coordinate the operation and management of the company;
14. employ the honorary chairman of the company and various consultants;
15. Other matters to be decided by the board of directors.
Article 17 The board of directors shall be convened once every six months, and special meetings may be convened upon the proposal of more than 65,438+0/3 directors. Every meeting shall be recorded in writing and signed by the board members present at the meeting, and any written resolution shall be signed by the board members who agree to the resolution.
Chapter IX Procedures for the Formation of Legal Representatives
Article 18 The chairman of the board is the legal representative of the enterprise and is elected by more than two thirds of all directors.
The Chairman shall exercise the following powers:
1. Convene and preside over the board of directors;
2. Inspect and supervise the implementation of the resolutions of the shareholders' meeting and the board of directors, nominate enterprise managers and submit them to the board of directors for approval;
3. The enterprise authority granted by the shareholders' meeting and the board of directors.
Chapter X Management Organization
Article 19 An enterprise shall have a manager 1 person and a deputy manager 1 person, who shall be appointed by the board of directors.
Article 20 The manager shall be responsible for the daily operation and management activities under the leadership of the board of directors and exercise the following powers:
1. Organize and implement the resolutions of the shareholders' meeting and the board of directors, and report the implementation of the resolutions to the shareholders' meeting and the board of directors;
2. Comprehensively organize the daily business activities of the enterprise;
3. To decide on the appointment and removal of the internal institutions and heads of institutions of the enterprise;
4. Handling business on behalf of the enterprise;
5. Other powers granted by the board of directors.
Twenty-first enterprises set up production planning, trade, finance and other departments.
Chapter II XI Financial Management System and Profit Distribution Model
Article 22 An enterprise shall formulate corresponding financial management systems in accordance with relevant national laws and regulations.
Article 23 After the after-tax profits of an enterprise are drawn from various funds according to the provisions of national laws and regulations, if the statutory reserve fund exceeds 50% of the total registered capital, the excess can be converted into shareholders' shares according to a certain proportion.
Chapter XII Labor and Employment System
Article 24 An enterprise shall, in accordance with the provisions of the state and the resolutions of the shareholders' meeting, formulate corresponding labor and employment systems.
Chapter XIII Revision of Articles of Association
Article 25 The articles of association of an enterprise may be amended if it does not conform to the current provisions of the state, is not suitable for the development of the enterprise or has other necessary circumstances. The revision of the Articles of Association shall be proposed by the board of directors, and the revised draft articles of association shall be formulated, which shall be approved by the workers' congress and submitted to the original registration authority for approval or filing.
Chapter XIV Term, Termination and Liquidation
Article 26 The term of operation of an enterprise is _ _ _ years, counting from the date when the business license is issued. The term of operation of an enterprise may be extended. The extension of the operation period shall be decided by the workers' congress, and shall be reported to the original registration authority for approval within 180 days before the expiration.
Article 27 An enterprise may terminate immediately under any of the following circumstances:
1. The operating period expires;
2. It has been revoked according to law;
3. Bankruptcy;
4. Force majeure;
5. The workers' congress decided to terminate.
When the enterprise terminates, the board of directors shall notify the shareholders of the enterprise and convene a shareholders' meeting. The shareholders' meeting shall make a resolution on the termination of the enterprise and go through the relevant procedures in accordance with the Interim Measures for the Registration and Administration of Joint-stock Cooperative Enterprises in Beijing.
Chapter XV Supplementary Provisions
Article 28 The Company does not accept any request of bankrupt shareholders to take over the company's property and other rights and interests because of their equity. However, the shares and rights of bankrupt shareholders in the company may be transferred by bankrupt shareholders and equity holders in accordance with relevant laws and regulations and the company's articles of association.
Article 29 The registered items of an enterprise shall be subject to the contents approved by the registration authority.
Article 30 The Articles of Association shall come into effect after being approved by the shareholders' meeting and submitted to the government for approval.
Article 31 Matters not covered in the Articles of Association shall be resolved by the shareholders' meeting.
Article 32 The right to interpret the Articles of Association belongs to the board of directors of the company.
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