Articles of Association of DBG Technology Co., Ltd.
Chapter 1 General Principles
Article 1 In order to protect the legitimate rights and interests of DBG Technology Co., Ltd. (hereinafter referred to as "the Company"), its 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, the Shenzhen Stock Exchange GEM Listing Rules, the Self-Regulatory Guidelines No. 2 for Listed Companies on the Shenzhen Stock Exchange - Standardized Operations of GEM Listed Companies, 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 established by the overall change of Huizhou Daya Bay Guanghong Technology Electronics Co., Ltd. and was founded by the method of initiation. It was approved by the Guangdong Provincial Department of Commerce on February 19, 2016, with document number "Yue Shang Wu Zi [2016] No. 57", and registered with the Huizhou Administration for Industry and Commerce on March 28, 2016, obtaining a business license. The Company's unified social credit code is 914413006178909639.
Article 3 On November 29, 2017, the Company was approved by the China Securities Regulatory Commission to issue 88.68 million ordinary shares to the public for the first time, and it was listed on the GEM of the Shenzhen Stock Exchange on December 29, 2017.
Article 4 The registered name of the Company is: Chinese full name: 惠州光弘科技股份有限公司; English full name: DBG Technology Co., Ltd.
Article 5 The Company's registered address is: No. 5 Yongda Road, Xiangshuihe Industrial Park, Daya Bay, Huizhou; No. 8 Yongda Road, Xiangshuihe Industrial Park, West District, Daya Bay, Huizhou; 4th Floor, Building 2, Xinghua Electronic Industrial Park, No. 38 West Petrochemical Avenue, Daya Bay, Huizhou; 1st and 2nd Floors, Building 3; 3rd and 4th Floors, Building 10; No. 95 Longhai 3rd Road, West District, Daya Bay, Huizhou; Postal Code: 516083.
Article 6 The registered capital of the Company is RMB 809,115,481.
Article 7 The Company is a joint-stock limited company with perpetual existence.
Article 8 The director representing the Company in executing company affairs 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.
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 assumes civil liability, it may seek compensation from the legal representative who is 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 take effect from the date of their enactment and shall serve as 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 each other, shareholders may sue the Company's directors and senior management, and the Company may sue shareholders, directors, and senior management.