Chapter 1 General Principles
Article 1
To standardize the conduct of Zhejiang Bofei Electric Co., Ltd. (hereinafter referred to as "the Company") and ensure that the shareholders' meeting exercises its powers according to law, these rules are formulated based on 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 Guidelines for the Governance of Listed Companies, the Guidelines for Articles of Association of Listed Companies, the Listing Rules of the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Listed Companies on the Main Board of the Shenzhen Stock Exchange, and the Articles of Association of Zhejiang Bofei Electric Co., Ltd. (hereinafter referred to as "the Articles of Association"), as well as relevant national laws, regulations, and normative documents.
Article 2
The Company shall strictly convene shareholders' meetings in accordance with laws, administrative regulations, these rules, and the relevant provisions of the Articles of Association, ensuring that shareholders can exercise their rights legally. The board of directors of the Company shall earnestly perform its duties and organize shareholders' meetings diligently and on time. All directors of the Company shall act diligently to ensure the normal convening of the shareholders' meeting and the lawful exercise of powers.
Article 3
The shareholders' meeting is the power organ of the Company and shall exercise its powers within the scope prescribed by the Company Law and the Articles of Association.
Article 4
The shareholders' meeting is divided into annual shareholders' meetings and extraordinary shareholders' meetings. The annual shareholders' meeting shall be held once a year within six months after the end of the previous accounting year. Extraordinary shareholders' meetings shall be convened irregularly and must be held within two months when circumstances arise that require an extraordinary meeting as stipulated in Article 113 of the Company Law. If the Company cannot convene the shareholders' meeting within the above time limits, it shall report to the local office of the China Securities Regulatory Commission (hereinafter referred to as "CSRC") and the Shenzhen Stock Exchange, explaining the reasons and making an announcement.
Article 5
When convening a shareholders' meeting, the Company shall hire a lawyer to provide legal opinions on the following matters and announce them:
-
Whether the procedures for convening and holding the meeting comply with the provisions of laws, administrative regulations, these rules, and the Articles of Association;
-
Whether the qualifications of the attendees and the convenor are legal and valid;
-
Whether the voting procedures and results are legal and valid;
-
Any other legal opinions requested by the Company.