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 "Company Law"), the Securities Law of the People's Republic of China (hereinafter referred to as "Securities Law"), the Guidelines for Articles of Association of Listed Companies, and other relevant regulations.
Article 2
Sanyou Corporation Limited is a joint-stock limited company established in accordance with the Company Law and other relevant regulations (hereinafter referred to as "the Company"). The Company was established by the overall conversion of Dongguan Sanyou Electric Co., Ltd. based on its net asset value and is registered with the Dongguan Administration for Industry and Commerce, obtaining a business license (Unified Social Credit Code: 914419006751774969).
Article 3
The Company was registered with the approval of the China Securities Regulatory Commission (hereinafter referred to as "CSRC") on December 4, 2020, and issued 31.5 million ordinary shares to the public for the first time. It was listed on the Growth Enterprise Market of the Shenzhen Stock Exchange (hereinafter referred to as "the Exchange") on January 22, 2021.
Article 4
The Company's name in Chinese is: 三友联众集团股份有限公司; in English: Sanyou Corporation Limited.
Article 5
The Company's registered address is: No. 27, Central Puxin Lake Road, Tangxia Town, Dongguan City, 523719.
Article 6
The registered capital of the Company is RMB 448,145,597.
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 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 recourse 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.
Article 12
The term "senior management" in these Articles refers to the general manager, deputy general managers, board secretary, financial officer, and other employees appointed as senior management 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 regulations of the Communist Party of China. The Company shall provide necessary conditions for the activities of the party organization.