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 Kidswant Digital Technology Co., Ltd. (hereinafter referred to as "the Company"), these Articles of Association 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 established as a joint-stock company through the transformation of a limited liability company in accordance with the Company Law and other relevant regulations, with the establishment method being initiated by the founders. The Company is registered with the Nanjing Market Supervision Administration and has obtained a business license, with a unified social credit code of 91320100593534197Q.
Article 3
On August 24, 2021, the Company was approved for registration by the China Securities Regulatory Commission (hereinafter referred to as "CSRC"), and the Company issued 108,906,667 ordinary shares to the public in RMB for the first time. The shares were listed on the Shenzhen Stock Exchange's Growth Enterprise Market on October 14, 2021.
Article 4
The registered name of the Company is:
- Chinese Name: 孩子王数智科技股份有限公司
- English Name: Kidswant Digital Technology Co., Ltd.
Article 5
The Company's registered address is: Room 1701, Building 3, No. 108, Cangbomeng South Street, Jiangning District, Nanjing City.
Article 6
The registered capital of the Company is RMB 1,264,644,576.
Article 7
The Company is a joint-stock company with perpetual existence.
Article 8
The general manager is the legal representative of the Company. If a senior management personnel 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 of Association or by the shareholders' meeting shall not be opposed to 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 who is at fault in accordance with the law or these Articles of Association.
Article 10
Shareholders are liable to the Company only to the extent of their subscribed shares, while the Company is liable for its debts with all its assets.
Article 11
These Articles of Association shall take effect from the date of their establishment 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. Disputes arising between the Company, shareholders, directors, and senior management personnel regarding these Articles of Association shall first be resolved through negotiation; if negotiation fails, they may be resolved through litigation. According to these Articles of Association, shareholders may sue other shareholders, shareholders may sue the Company's directors and senior management personnel, and the Company may sue shareholders, directors, and senior management personnel.
Article 12
The term "senior management personnel" in these Articles of Association refers to the general manager, deputy general managers, board secretary, financial director, and other individuals recognized as senior management personnel by the board of directors.