Chapter I General Principles
Article 1 Suzhou Aerospace Culture Communication Co., Ltd. is established 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 these Articles of Association are specially formulated.
Article 2 Where the Articles of Association are inconsistent with laws, regulations and rules, the provisions of laws, regulations and rules shall prevail.
Chapter II Company Name and Domicile
Article 3 Company Name: Suzhou Aerospace Culture Communication Co., Ltd.
Article 4 Address: Huqiu Road 120, Suzhou.
Chapter III Business Scope of the Company
Article 5 Business scope of the company: cultural and artistic exchange, cultural information consultation, design, production and agency of various domestic advertisements. (Note: Fill in according to the actual situation and referring to the classification of national economy industries. )
Chapter IV Registered Capital of the Company, Names of Shareholders and Mode of Contribution.
Amount and time of investment
Article 6 The registered capital of the company is 654.38 million yuan.
Article 7 The name, subscribed and paid-in amount, time and mode of contribution of shareholders are as follows:
Name of shareholder (ID number), amount, time and method of contribution.
Zhang San 65438+ ten thousand yuan 20 10- 12-2 currency
Chapter V Organization, Formation Method, Authority and Rules of Procedure of the Company
Article 8 There is no shareholders' meeting in the company, and the shareholders shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) Electing and replacing the executive directors and supervisors who are not staff representatives, and deciding the remuneration of the executive directors and supervisors;
(3) Examining and approving the report of the executive director;
(4) Examining and approving the report of the supervisor;
(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.
Article 9 The Company does not have a board of directors, but has an executive director, who is appointed by the shareholders. The term of office is three years, and he may be re-elected at the expiration of the term.
Article 10 The executive director shall exercise the following functions and powers:
(1) Report the work to shareholders;
(2) Implementing the decisions of shareholders.
(3) To decide on the company's business plan and investment plan;
(4) To formulate the company's annual financial budget and final accounts;
(five) to formulate the company's profit distribution plan and loss compensation plan;
(6) To formulate plans for the company to increase or decrease its registered capital and issue corporate bonds;
(seven) to formulate plans for the merger, division, change of corporate form and dissolution of the company;
(VIII) Deciding on the establishment of the company's internal management organization;
(9) To formulate the basic management system of the company;
Article 11 The Company shall have a manager who shall be appointed or dismissed by shareholders. The manager shall exercise the following functions and powers:
(1) To take charge of the production, operation and management of the company and organize the implementation of the decisions of the executive director;
(2) Organizing the implementation of the company's annual business plan and investment plan;
(3) To formulate plans for the establishment of the company's internal management organization;
(4) To formulate the basic management system of the company;
(5) To formulate specific rules of the company;
(six) to propose the appointment or dismissal of the company's deputy manager and financial officer;
(7) To decide on the appointment or dismissal of management personnel other than those who should be decided by the executive director;
(eight) other powers granted by the executive director.
Article 12 The company has one supervisor instead of a board of supervisors. The term of office of the supervisor is three years, and at the expiration of the term, the supervisor may be re-elected.
Article 13 A supervisor shall exercise the following functions and powers:
(a) to check the company's finances;
(2) To supervise the actions of the executive directors and senior managers in performing their duties, and put forward suggestions for the removal of the executive directors and senior managers who violate laws, administrative regulations, the articles of association or the resolutions of the shareholders' meeting;
(3) To require the executive directors and senior managers to make corrections when their actions harm the interests of the company;
(4) Proposing proposals to shareholders;
(five) in accordance with the provisions of Article 152 of the Company Law, bring a lawsuit against the executive directors and senior managers;
The executive directors and senior managers of the company shall not concurrently serve as supervisors.
Chapter VI Legal Representative of the Company
Article 14 The executive director is the legal representative of the company.
Chapter VII Other Matters Required by Shareholders
Article 15 The business term of the company is 20 years, counting from the date when the company's business license is issued.
Article 16 In any of the following circumstances, the company shall set up a liquidation group to liquidate the company. After the liquidation, the liquidation group shall prepare a liquidation report and submit it to the shareholders or the people's court for confirmation, and apply to the original company registration authority for cancellation of registration within 30 days after the liquidation:
(1) The company is declared bankrupt according to law.
(2) The business term specified in the articles of association expires or other reasons for dissolution specified in the articles of association occur, except that the company survives by amending the articles of association;
(3) The shareholders decide to dissolve.
(4) The business license is revoked, ordered to close or revoked according to law;
(5) The people's court is dissolved according to law;
(6) Other circumstances of dissolution as stipulated by laws and administrative regulations.
Chapter VIII Supplementary Provisions
Article 17 The registered items of a company shall be subject to the approval of the company registration authority.
Signature and official seal of shareholders:
(Note: Signature of natural person shareholder, official seal of corporate shareholders)
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