GREAT WALL MOTOR COMPANY LIMITED
Articles of Association of Great Wall Motor Company Limited每 天 进 步 一 点
ContentsChapter 1 General Provisions 4
Chapter 2 The Company's Objectives and Scope of Business 8
Chapter 3 Shares and Registered Capital 9
Chapter 4 Reduction of Capital and Repurchase of Shares 15
Chapter 5 Financial Assistance for Acquisition of Shares 19
Chapter 6 Share Certificates and Register of Shareholders 21
Chapter 7 Shareholders' Rights and Obligations 28
Chapter 8 Shareholders' General Meetings 35
Chapter 9 Special Procedures for Voting by Class Shareholders 52
Chapter 10 Board of Directors 55
Chapter 11 Secretary of the Board of Directors 64
Chapter 13 Supervisory Committee 69
Chapter 14 Qualifications and Duties of the Directors, Supervisors, General Manager, Deputy General Managers, Chief Financial Officer and other Senior Officers of the Company 73
Chapter 15 Financial and Accounting Systems and Profit Distribution 85
Chapter 16 Engagement of Auditors 95
Chapter 18 Labour and Personnel Management System 99
Chapter 20 Merger and Division of the Company 100
Chapter 21 Dissolution and Liquidation 101
Chapter 22 Procedures for Amendment of the Company's Articles of Association 105
Chapter 23 Disput e Resolution 106
Chapter 25 Supplementary Provisions 109
Note:
In the marginal notes of these Articles of Association:
"Mandatory Provisions" refers to Mandatory Provisions for Articles of Association of Companies to be Listed Overseas jointly promulgated by the former Securities Commission of the State Council of China and the former State Commission for Restructuring the Economic Systems of China;
"Listing Rules" refers to the Listing Rules published by The Stock Exchange of Hong Kong Limited;
"ZhengJianHaiHan" refers to the Opinion Regarding the Supplemental Amendments to the Articles of Association of Companies to be Listed in Hong Kong (ZJHH[1995] No. 1) jointly promulgated by the Overseas Listing Department of China Securities Regulatory Commission and the Production System Department of the former State Commission for Restructuring the Economic Systems of China;
"the Opinion" refers to the Opinion on Further Standardizing Operations and Intensifying Reform of Companies Listed Overseas jointly promulgated by State Economic and Trade Commission and China Securities Regulatory Commission; and
"Working Guidelines for the Secretary" refers to the Working Guidelines for the Secretary to the Board of Directors for Companies Listed Overseas promulgated by China Securities Regulatory Commission; the Guidelines for Articles of Association of Listed Companies (2006 revised) (hereinafter referred to as the "Guidelines for AOA").
Articles of Association of Great Wall Motor Company Limited Chapter 1 General ProvisionsArticle 1
These Articles of Association (or "the Articles of Association") are formulated in accordance with the Company Law of the People's Republic of China (the "Company Law"), the Securities Law of the People's Republic of China (the "Securities Law"), the Special Regulations of the State Council on Overseas Offering and Listing of Shares by Joint Stock Limited Companies (the "Special Regulations"), the Mandatory Provisions for the Articles of Association of Companies to be Listed Overseas (the "Mandatory Provisions"), the Guidelines for Articles of Association of Listed Companies (2006 revision) (the "Guidelines for the Articles") and other relevant provisions, for the purpose of safeguarding the legitimate rights and interests of the Company, its shareholders and creditors and regulating the organization and activities of the Company.
Article 2
Great Wall Motor Company Limited (the "Company") is a joint stock limited company established in accordance with the Company Law, the State Council's Special Regulations on Overseas Offering and Listing of Joint Stock Limited Company (the "Special Regulations"), and other relevant laws and administrative regulations.
The Company, which was approved by the Ji Gu Ban [2001] 46 and Ji Gu Ban [2001]
62 on 25 April, 2001, was registered with the Hebei Industry and Commerce Administration, and obtained the business licence on 12 June, 2001.
The business licence number of the Company：130000400000628
Great Wall Motor Co. Ltd. published this content on 23 September 2016 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 23 September 2016 14:33:04 UTC.
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