Chapter 1 General Principles
Article 1
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 Guidelines for Articles of Association of Listed Companies, and other relevant provisions.
Article 2
Donghua Energy Co., Ltd. is a joint-stock limited company established in accordance with the Company Law of the People's Republic of China and other relevant provisions (hereinafter referred to as the "Company").
Article 3
The Company was approved by the Ministry of Commerce of the People's Republic of China with the approval certificate No. [2007]0057, and was established as a foreign-invested joint-stock company on March 22, 2007, through a sponsorship method; it is registered with the Suzhou Market Supervision Administration and has obtained a business license for a legal entity, with a unified social credit code of 913200006082630012. The Company was approved by the China Securities Regulatory Commission on January 30, 2008, to issue 56 million shares of ordinary shares to the public in RMB for the first time, and was listed on the Shenzhen Stock Exchange on March 6, 2008.
Article 4
The registered name of the Company is: (Full name in Chinese) 东华能源股份有限公司 (Full name in English) ORIENTAL ENERGY CO., LTD.
Article 5
The Company's registered address is: No. 1, Ziqi Road, Green Chemical and Hydrogen Energy Industrial Park, Binhai New District, Maoming, Guangdong, Postal Code: 525000.
Article 6
The registered capital of the Company is RMB 1,576,127,767.
Article 7
The Company is a foreign-invested joint-stock company with perpetual existence.
Article 8
The director representing the Company in executing company affairs is the legal representative of the Company, and the chairman is the director representing the Company in executing affairs. If the director serving as the legal representative resigns, it is deemed that they have simultaneously resigned as the legal representative. If the legal representative resigns, the Company shall 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. Any restrictions on the powers of the legal representative set forth in these Articles or by 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 bears civil liability, it may seek compensation from the legal representative 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 adoption 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 its shareholders, and among shareholders. According to 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.
Article 12
The term "senior management personnel" as used in these Articles refers to the general manager, deputy general managers, financial officer, board secretary, and other senior management personnel determined by the board of directors. Senior management personnel shall meet the qualifications required by relevant regulatory authorities.