Chapter 1 General Principles
Article 1
To protect the legitimate rights and interests of the company, shareholders, employees, and creditors, standardize the organization and behavior of the company, fully implement the important requirements of "two unifications," uphold and strengthen the comprehensive leadership of the Party, improve the corporate governance structure, and establish a modern enterprise system with Chinese characteristics, these Articles are formulated in accordance with the Company Law of the People's Republic of China (hereinafter referred to as the "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as the "Securities Law"), the Constitution of the Communist Party of China (hereinafter referred to as the "Party Constitution"), and other relevant regulations.
Article 2
The company is a joint-stock limited company established in accordance with the Company Law and other relevant regulations. The company was approved by the Guizhou Provincial People's Government (Qianfu Letter [1995] No. 148) and the China Securities Regulatory Commission (CSRC) (Zheng Jian Fa Shen Zi [1995] No. 85), established by way of public offering, registered with the Guizhou Provincial Market Supervision Administration, and obtained its business license on January 29, 1996, with a unified social credit code of 915200002144305326.
Article 3
On December 22, 1995, the company was approved by the CSRC to issue 40 million shares of RMB ordinary shares to the public for the first time, and the circulating shares were listed on the Shenzhen Stock Exchange on March 8, 1996.
Article 4
The registered name of the company is:
- Chinese full name: 贵州轮胎股份有限公司
- English full name: GUIZHOU TYRE CO., LTD.
Article 5
The company's registered address is: No. 41, Baihua Avenue, Guiyang City, Guizhou Province, Postal Code: 550008.
Article 6
The registered capital of the company is RMB 1,554,439,010.4.
Article 7
The company is a joint-stock limited company with perpetual existence.
Article 8
The chairman of the board serves as the legal representative of the company. If the chairman resigns, it is deemed that they have simultaneously resigned as the legal representative. If the legal representative resigns, the company will determine a new legal representative within thirty days from the date of resignation.
Article 9
The legal representative shall bear the legal consequences of civil activities conducted in the name of the company. Restrictions on the powers of the legal representative by these Articles or the shareholders' meeting shall not be asserted against bona fide third parties. If the legal representative causes damage to others while performing their duties, the company shall bear civil liability. After the company assumes civil liability, it may seek compensation from the legal representative who is at fault in accordance with the law or these Articles.
Article 10
Shareholders shall be liable to the company only to the extent of their subscribed shares, and the company shall be liable for its debts with all its assets.
Article 11
These Articles shall take effect from the date of their promulgation and shall become a legally binding document regulating the organization and behavior of the company, as well as the rights and obligations between the company and shareholders, and among shareholders. According to these Articles, shareholders may sue other shareholders, shareholders may sue the company's directors and senior management, the company may sue shareholders, directors, and senior management.
Article 12
The term "senior management" in these Articles refers to the company's manager, deputy managers, board secretary, financial officer, and chief engineer.
Article 13
The company shall establish a Party organization in accordance with the Party Constitution, carry out Party activities, establish Party work institutions, ensure adequate staffing for Party affairs, and guarantee funding for the Party organization's work. The Party organization shall play a core leadership and political core role in the company.