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公司章程中英文對照-資料下載頁

2025-08-03 00:11本頁面
  

【正文】 approved by the executive director. Subject to the terms thereof, the chief financial officer may be rewarded, disciplined or removed by decision of the executive director in light of the remendations of the general manager. In managing the daytoday financial operations of the Company, the chief financial officer shall work under the supervision and direction of the general manager.Article 27. If required by the development of the Company39。s business activities, the executive director may establish additional departments or management staff positions, such as the deputy general manager, and may designate the relevant officers responsible for such departments or holding such positions as management personnel. Management personnel for such departments or positions shall be appointed by the executive director, or, if so empowered by the executive director, by the general manager.Article 28. Where no chief financial officer is appointed, the general manager shall be responsible for the preparation of the annual budget of the Company. Where a chief financial officer is appointed, the chief financial officer shall prepare the annual budget under the supervision of the general manager. The budget for each fiscal year shall be submitted to the shareholders39。 meeting for examination prior to the preceding fiscal year and shall include information on matters including, but not limited to:(1) the procurement of equipment and other capital expenditures of the Company。(2) the sources and the use of funds of the Company。(3) plans with respect to the Company39。s business premises。(4) the repair, operation and maintenance of the assets and equipment of the Company。 and(5) the estimated ine and expenditures of the Company for the fiscal year covered by the business plan and budget.The shareholders’ meeting shall plete its examination and, if adopted, approval of the plan and budget by the end of the fiscal year in which they are submitted to the shareholders39。 meeting.Article 29. The Company shall have one supervisor. The term of office of the supervisor shall be three years. The supervisor may serve consecutive terms upon expiration of his term if reelected. The position of supervisor can not be held concurrently by the executive director or other senior management personnel of the Company. If the supervisor retires, resigns, falls ill or loses legal capacity, the successor of the supervisor shall be appointed by the shareholders39。 meeting.Article 30. The supervisor of the Company shall exercise the following functions and powers: (1) examine the Company39。s financial affairs。(2) monitor the acts of the executive director and senior management personnel when carrying out their duties in relation to the Company, and make proposals to remove from their positions the executive director or senior management personnel who violate laws, administrative regulations, the articles of association of the Company or resolutions of the shareholders39。 meeting。 (3) require the executive director or senior management personnel to rectify their conduct when any of their actions damage the interests of the Company。 (4) propose the extraordinary shareholders39。 meetings, convening and presiding over shareholders39。 meetings when the executive director fails to perform his duty to convene and preside over shareholders39。 meetings as prescribed in this articles of association。 and(5) put forward proposals to shareholders39。 meetings.Chapter 6: The Legal Representative of the CompanyArticle 31. The executive director shall serve as the legal representative of the Company elected by the shareholders for a term of three (3) years. And if reappointed upon expiration of his term of office, an executive director may serve consecutive terms as legal representative. Chapter 7: Share TransferArticle 32. The shareholders of the Company may freely transfer all or part of their equity interests. Article 33. Where a shareholder transfers its equity interests, it shall notify the other shareholders in writing of the transfer of such equity interests. Article 34. Upon the death of the shareholder, the executors, administrators, or legal representatives of the deceased shall, within 90 days after qualification as such, sell to the third party approved by other shareholders, all the shares of the equity interests in the Company, owned by the deceased at the time of his or her death. The valuation of the shares shall be according to market value appraised by an independent appraiser if not agreed. The purchase price shall be paid as follows: 100% in cash within 30 days after the qualification of the legal representatives of the deceased shareholder.It is the wish of the parties to these Articles that within the period specified above after the death of the shareholder。 his or her family shall terminate all interest in the Company. Chapter 8: Operation SiteArticle 35. The Company will conduct its business operations at its registered address and at such other locations as may be approved by the executive director, subject to obtaining the approval from, or registration with the relevant government departments in accordance with the Applicable Laws, providing that nothing in these articles of association shall be construed as limiting the geographical scope of any projects undertaken by the Company.Article 36. All contracts for the leasing of real property entered into by the Company shall be submitted with other required documents to the relevant real estate administration departments for registration, as required under the Applicable Laws. Chapter 9: Labour ManagementArticle 37.
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