Guoguang Electric Company Limited Articles of Association
Approved by the Second Extraordinary Shareholders' Meeting in 2025
Articles of Association
November 2025
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Table of Contents
Chapter 1 General Provisions Chapter 2 Business Objectives and Scope Chapter 3 Shares Section 1 Share Issuance Section 2 Share Increase, Decrease, and Repurchase Section 3 Share Transfer Chapter 4 Shareholders and Shareholders' Meeting Section 1 Shareholders Section 2 Controlling Shareholders and Actual Controllers Section 3 General Provisions for Shareholders' Meeting Section 4 Shareholders' Meeting Proposals Section 5 Shareholders' Meeting Resolutions Section 6 Related Transactions Chapter 5 Board of Directors Section 1 Directors Section 2 Independent Directors Section 3 Board of Directors Section 4 Secretary of the Board of Directors Section 5 Special Committees of the Board of Directors Chapter 6 President and Other Senior Management Personnel Chapter 7 Financial Accounting System, Profit Distribution, and Audit Section 1 Financial Accounting System Section 2 Profit Distribution Section 3 Internal Audit Section 4 Appointment of Accounting Firms Chapter 8 External Guarantees Chapter 9 Notices and Announcements Section 1 Notices Section 2 Announcements Chapter 10 Merger, Division, Dissolution, and Liquidation Section 1 Merger or Division Section 2 Dissolution and Liquidation Chapter 11 Amendment of Articles of Association Chapter 12 Supplementary Provisions
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Chapter 1 General Provisions
Article 1 To protect the legitimate rights and interests of the company, shareholders, employees, and creditors, and to regulate the company's organization and conduct, these Articles of Association 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"), and other relevant regulations.
Article 2 The Company is a joint-stock limited company established in accordance with the "Normative Opinions on Joint Stock Limited Companies" and other relevant regulations (hereinafter referred to as the "Company"). The Company is registered and has obtained a business license from the Guangzhou Administration for Market Regulation, with a unified social credit code of 91440101618445482W.
Article 3 Guoguang Electric Company Limited is a joint-stock limited company approved by the Guangzhou Economic System Reform Committee with Document No. [1993] 58, restructured from the Guangzhou Guoguang Electric Acoustic General Factory and established through the targeted issuance of internal employee shares. At the time of establishment, state-owned shares were contributed as capital after asset valuation and determination by the Guangzhou Guoguang Electric Acoustic General Factory, totaling 32 million shares, and internal employee shares were 8 million shares.
In 1995, the Company was approved by the Ministry of Foreign Trade and Economic Cooperation of the People's Republic of China with the "Reply on Increasing Capital and Expanding Shares of Guoguang Electric Company Limited and Restructuring into a Foreign-Invested Joint Stock Limited Company" (Document No. [1995] Wai Jing Mao Zi Er Han [634]) to become a foreign-invested joint-stock limited company, and was registered and obtained a business license from the Guangzhou Administration for Industry and Commerce, with business license number Qi Gu Yue Yue Zong Zi [2009] 001319.
On September 8, 2009, the Company's business license registration number was changed to 440101400011767 upon registration with the Administration for Industry and Commerce.