Articles of association of the hottest Sino foreig

Article 7 the joint venture company sells its products to the domestic and foreign markets, and the sales proportion is as follows:

year: exports account for% and domestic sales account for%

year: export accounts for% and domestic sales account for%

Chapter III total investment and registered capital

Article 8 the total investment of the joint venture company is RMB. Among them, the capital construction fund is. The working capital is

the contributions of the parties to the joint venture are as follows: Party A, yuan, accounting for%, and Party B, yuan, accounting for%

Article 11 after the parties to the joint venture pay the amount of capital, the capital shall be verified by a Chinese certified public accountant hired by the joint venture company and a capital verification report shall be issued. The joint venture company shall issue a capital contribution certificate based on it. Neither party to the joint venture shall mortgage or guarantee the capital contribution certificate or use it for other purposes detrimental to the interests of the joint venture company

Article 13 Any party's transfer of its capital contribution, whether in whole or in part, must be approved by the other party. When one party transfers, the other party has the preemptive right

Article 14 the increase and transfer of the registered capital of the joint venture company shall be unanimously approved by the meeting of the board of directors and reported to the examination and approval authority for approval, and the change registration procedures shall be handled with the original registration authority

Chapter IV board of directors

Article 15 the joint venture company shall have a board of directors. The board of directors is the highest authority of the joint venture company

Article 16 the board of directors decides all major matters of the joint venture company, and its functions and powers are mainly as follows:

decide and approve the important reports proposed by the general manager (such as production planning, annual business report, high integration of assets, stable performance, convenient adjustment and other advantages, loans, etc.)

approve annual financial statements, revenue and expenditure budgets, and annual profit distribution plans

pass the important rules and regulations of the company

decide to set up branches

revise the company's rules

decide to stop production, terminate or merge with other economic organizations of the joint venture company

decide to employ senior staff such as general manager, deputy general manager, chief engineer, chief accountant and auditor

decide on the liquidation matters at the termination and expiration of the joint venture company

other major matters to be decided by the board of directors

Article 19 the parties to the joint venture shall notify the board of directors in writing when appointing and replacing directors

Article 20 the regular meeting of the board of directors shall be held every year. An interim meeting of the board of directors may be convened upon the proposal of more than one third of the directors

Article 21 in principle, the meeting of the board of directors shall be held at the location of the company

Article 22 the meeting of the board of directors shall be convened and presided over by the chairman, and in the absence of the chairman, by the vice chairman

Article 23 the chairman of the board of directors shall notify each director in writing 30 days before the meeting of the board of directors, specifying the meeting, time and place

Article 24 If a director is unable to attend the meeting of the board of directors for some reason, he may entrust a proxy in writing to attend the meeting of the board of directors. If he does not attend or entrust others to attend at that time, it will be regarded as abstention. [page]

Article 25 the number of decision-makers attending the meeting of the board of directors is two-thirds of all directors. If the number is less than two-thirds, the resolution passed by them is invalid

Article 26 each meeting of the board of directors must make a detailed written record of both decoration and aesthetics, which shall be signed by all the directors present, and when the proxy is present, it shall be signed by the proxy. The record shall be written in Chinese and. This record is filed by the company

Article 27 the following matters shall be unanimously approved by the board of directors

Article 28 the following matters must be approved by more than two-thirds of the directors (or more than half of the directors) of the board of directors who can also reduce the consumption of raw materials

Article 31 the general manager is directly responsible to the board of directors and executes the decisions of the board of directors