Section 1 Shareholders' Rights
Article 1 Shareholders are the owners of the company and enjoy the legal rights stipulated by laws, administrative regulations and the articles of association. Listed companies should establish a corporate governance structure that can ensure shareholders to fully exercise their rights.
Article 2 The governance structure of a listed company shall ensure that all shareholders, especially minority shareholders, enjoy equal status. Shareholders enjoy equal rights and assume corresponding obligations according to the shares they hold.
Article 3 Shareholders shall have the right to know and participate in major matters of the company as stipulated by laws, administrative regulations and the articles of association. Listed companies should establish effective communication channels with shareholders.
Article 4 Shareholders have the right to safeguard their legitimate rights through civil litigation or other legal means in accordance with the provisions of laws and administrative regulations. If the resolutions of the shareholders' meeting and the board of directors violate the provisions of laws and administrative regulations and infringe upon the legitimate rights and interests of shareholders, shareholders have the right to bring a lawsuit according to law and demand that the above-mentioned illegal acts or infringements be stopped. Directors, supervisors and managers who violate laws, administrative regulations or the articles of association when performing their duties in the company and cause damage to the company shall be liable for compensation. Shareholders have the right to ask the company to file a compensation lawsuit according to law.
Section 2 Provisions of the General Meeting of Shareholders
Article 5 A listed company shall stipulate in its articles of association the procedures for convening and voting the shareholders' meeting, including notification, registration, deliberation of proposals, voting, counting of votes, announcement of voting results, formation of meeting resolutions, minutes of meetings, signing and announcement of minutes of meetings, etc.
Article 6 The board of directors shall carefully consider and arrange the deliberations of the shareholders' meeting. The shareholders' meeting shall give each proposal a reasonable discussion time.
Article 7 A listed company shall stipulate the principle of authorization to the board of directors by the shareholders' meeting in its articles of association, and the authorization content shall be clear and specific.
Article 8 A listed company shall, on the premise of ensuring the legality and effectiveness of the shareholders' meeting, expand the proportion of shareholders participating in the shareholders' meeting through various ways and means, including making full use of modern information technology. The choice of time and place of the shareholders' meeting should be conducive to allowing as many shareholders as possible to attend the meeting.
Article 9 Shareholders may attend the shareholders' meeting in person or entrust an agent to vote on their behalf, both of which have the same legal effect.
Article 10 The board of directors, independent directors and eligible shareholders of a listed company may solicit their voting rights at the shareholders' meeting from the shareholders of the listed company. The collection of voting rights shall be conducted in a free manner, and the information shall be fully disclosed to the collected persons.
Article 11 Institutional investors shall play a role in the selection of directors, the encouragement and supervision of operators and the decision-making on major issues.
Section 3 Related Party Transactions
Article 12 A listed company and its related parties shall sign a written agreement. The signing of the agreement shall follow the principles of equality, voluntariness, equivalence and compensation, and the contents of the agreement shall be clear and specific. The company shall disclose the conclusion, modification, termination and performance of the agreement in accordance with relevant regulations.
Article 13 A listed company shall take effective measures to prevent related parties from monopolizing procurement and sales channels, interfering with the company's operation and harming the company's interests. Related party transactions should follow commercial principles, and the price of related party transactions should not deviate from the price or charging standard of independent third parties in the market in principle. The company shall fully disclose the pricing basis of related party transactions.
Article 14 The assets of a listed company belong to the company. A listed company shall take effective measures to prevent shareholders and their related parties from occupying or transferring the company's funds, assets and other resources in various forms. A listed company shall not provide guarantees for shareholders and their related parties.