Articles of Association of Sinomach Precision Industry Group Co., Ltd. (May 2025)
Chapter 1 General Principles
- To protect the legitimate rights and interests of the company, shareholders, employees, and creditors, and to regulate the organization and behavior of the company, 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.
- The company is a joint-stock limited company established in accordance with the Company Law and other relevant regulations. The company was approved for establishment by the National Economic and Trade Commission on December 9, 2001, under document No. 1142 [2001], and registered with the Market Supervision Administration of Henan Province, obtaining a business license with a unified social credit code of 91410000733861107G.
- On April 13, 2005, the company was approved by the China Securities Regulatory Commission to issue 25 million RMB ordinary shares to the public for the first time, and it was listed on the Shenzhen Stock Exchange on May 26, 2005.
- The registered name of the company is:
- Chinese full name: 国机精工集团股份有限公司
- English full name: Sinomach Precision Industry Group Co., Ltd.
- The company's address is: No. 6 Fenghua Road, Luoyang High-tech Development Zone, Postal Code: 471003.
- The registered capital of the company is RMB 536,266,835.
- The company is a joint-stock limited company with perpetual existence.
- The chairman represents the company in executing affairs and is the legal representative of the company. If the director serving as the legal representative resigns, it is deemed that they have simultaneously resigned as the legal representative. Upon the resignation of the legal representative, the company shall determine a new legal representative within thirty days from the date of resignation.
- 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 set forth in these Articles or by the shareholders' meeting shall not be opposed to bona fide counterparties. 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 at fault in accordance with the law or these Articles.
- Shareholders shall be liable to the company only to the extent of their subscribed shares, while the company shall be liable for its debts with all its assets.
- In accordance with the Party Constitution, the company shall establish a Communist Party organization and carry out Party activities. The company shall establish a Party work institution, allocate a sufficient number of Party workers, ensure funding for the Party organization's work, and provide necessary conditions for the Party organization's activities.
- In conducting business activities, the company shall fully consider the interests of stakeholders such as employees and consumers, as well as social public interests such as ecological environmental protection, and shall assume social responsibilities, regularly publishing social responsibility reports.
- These Articles 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. Based on these Articles, shareholders may sue other shareholders, shareholders may sue the company's directors and senior management, and the company may sue shareholders, directors, and senior management.
- The term "senior management" in these Articles refers to the company's general manager, deputy general managers, financial director, and board secretary.