Chapter One General Provisions
Article 1
To standardize the organization and behavior of Guangdong Sanhe Pile Co., Ltd. (hereinafter referred to as "the Company"), safeguard the legitimate rights and interests of the Company, shareholders, employees, and creditors, and promote the Company's development, 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"), 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 formed through the overall change of Guangdong Sanhe Pile Co., Ltd. and was established by the promoters; it is registered with the Market Supervision Administration of Zhongshan City and has obtained a business license, with a unified social credit code of 91442000755618423K.
Article 3
On January 15, 2021, the Company was approved by the China Securities Regulatory Commission (hereinafter referred to as "CSRC") to issue 68 million ordinary shares to the public for the first time, and it was listed on the Shenzhen Stock Exchange on February 4, 2021.
Article 4
The registered name of the Company is:
- Chinese full name: 广东三和管桩股份有限公司
- English full name: GUANGDONG SANHE PILE CO., LTD.
Article 5
The Company's address is: No. 30, Tongxing East Road, Xiaolan Town, Zhongshan City, Postal Code: 528414.
Article 6
The registered capital of the Company is RMB 599,074,678.00.
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 director serving as the legal representative resigns, it is deemed that they have simultaneously resigned from the position of legal representative. Upon the resignation of the legal representative, the Company shall determine a new legal representative within 30 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 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 assumes 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, while the Company shall be liable for its debts with all its assets.
Article 11
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 its 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.
Article 12
The term "senior management personnel" in these Articles refers to the general manager (also known as the president), deputy general managers (also known as vice presidents), board secretary, financial officer (also known as the financial director), and other employees appointed as senior management personnel by the Company's board of directors in accordance with these Articles.
Article 13
The Company shall establish a Communist Party organization and carry out Party activities in accordance with the Constitution of the Communist Party of China. The Company shall provide necessary conditions for the activities of the Party organization.