1, the right to decide the company's business policy and investment plan;
2. Voting rights and the right to replace shareholders' directors and supervisors;
3. The right to examine and approve major reports, resolutions, budgets and final accounts;
4. The power to amend the articles of association;
5. Other functions and powers as stipulated in the Articles of Association.
general meeting of shareholders
1. The shareholders' meeting shall be convened by the board of directors and presided over by the chairman in accordance with the provisions of the Company Law. When the chairman is unable to perform his duties or due to special reasons, the vice chairman shall preside over the meeting. If the vice chairman is unable to perform his duties or fails to perform his duties, more than half of the directors shall elect a director to preside over the meeting. If the board of directors fails to perform or fails to perform the duties of convening the shareholders' meeting, the board of supervisors shall convene and preside over it in time; If the Board of Supervisors fails to convene and preside over the meeting, shareholders who have held more than 0/0% of the shares of the company/KLOC-0 for more than 90 consecutive days may convene and preside over the meeting by themselves.
2. When convening a shareholders' meeting, the shareholders shall be informed of the time and place of the meeting and the matters to be considered 20 days before the meeting, and the shareholders shall be informed of the extraordinary shareholders' meeting 15 days before the meeting; Where bearer shares are issued, the time, place and matters for deliberation of the meeting shall be announced 30 days before the meeting is held.
3. Temporary proposal: Shareholders who individually or collectively hold more than 3% of the company's shares may propose a temporary proposal and submit it to the board of directors in writing ten days before the shareholders' meeting; The board of directors shall notify other shareholders within two days after receiving the proposal and submit the interim proposal to the shareholders' meeting for consideration. The contents of the interim proposal shall fall within the terms of reference of the shareholders' meeting, with clear topics and specific resolutions.
The general meeting of shareholders shall not make resolutions on matters not listed in the above notice.
4. Where bearer shareholders attend the shareholders' meeting, they shall deposit their shares with the company five days before the meeting is held until the shareholders' meeting is closed.
5. The resolution of the shareholders' meeting must be adopted by more than half of the voting rights held by the shareholders present at the meeting. However, the resolutions of the shareholders' meeting to amend the Articles of Association, increase or decrease the registered capital, and the resolutions of the company's merger, division, dissolution or change of corporate form must be adopted by more than two thirds of the voting rights held by the shareholders present at the meeting.
6. The shareholders' meeting shall make minutes of the decisions on the matters discussed, and the directors present at the meeting shall sign the minutes. The minutes of the meeting shall be kept together with the signature list of shareholders present and the power of attorney for proxy attendance.
The functions and powers of the shareholders' meeting are particularly important matters, and the core is to have very important decision-making power over certain decisions. Convening a shareholders' meeting is to spread out some major business matters about the company at the shareholders' meeting, and then the shareholders will vote on them, such as the report of the board of directors, the registered capital of the company, the budget plan, etc. Without the shareholders' meeting, it cannot be effectively implemented.
legal ground
Company Law of the People's Republic of China
Article 37
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.