【正文】
and inc case the board of directors does not consent to convening a special general meeting, reasons should be given in the public announcement. Article 47 The board of supervisors is entitled to propose in writing to the board of directors on convening a special general meeting. The board of directors shall, according to the applicable laws, administrative regulations and these Articles of Association, give written feedback whether consenting to or denying the convening of such special general meeting within 10 days upon its receipt of such proposal. If the board of directors consents to convening a special general meeting, it shall give notice of convening such general meeting within 5 days upon its receipt of such resolution. The consent of the board of supervisors shall be obtained if any change is to be made to the original proposal in the notice. If the board of directors does not agree on convening a special general meeting, or it fails to give feedback within 10 days upon its receipt of the proposal, the board of directors shall be deemed unable to or have failed to perform its duty of convening the general meeting, and the board of supervisors may at its own discretion convene and preside over such a meeting. Article 48 Shareholders who individually or jointly hold no less than 10% of the shares of the Company shall have the right to request in writing the board of directors to convene a special general meeting. The board of directors shall, according to the applicable laws, administrative regulations and these Articles of Association, give written feedback whether consenting to or denying the convening of such special general meeting within 10 days upon receipt of the request. If the board of directors consents to convening a special general meeting, it shall give notice of convening such general meeting within 5 days upon such resolution. The consent of the interested shareholders shall be obtained for any change to be made at the request in the notice. If the board of directors does not agree on convening a special general meeting, or it fails to give feedback within 10 days upon its receipt of the request, the shareholders who individually or jointly hold no less than 10% of the shares of the Company shall have the right to request in writing the board of supervisors to convene the special general meeting. If the board of supervisors consents to convening the special general meeting, it shall give the notice of convening the general meeting within 5 days upon its receipt of the request. The consent of the concerned shareholders shall be obtained if any change is to be made to the original proposals in the notice. If the board of supervisors fails to give notice of convening the general meeting within the provided time limit, the board of supervisors shall be deemed having failed to convene and preside the general meeting, and, upon expiration of a more than 90 days39。 (3) whether the voting procedures and voting results of the meeting are lawful and valid。 (6) other circumstances set forth in the applicable laws, administrative regulations, departmental regulations or these Articles of Association. Note: The Company shall specify the number of directors set forth in Item (1) of this Article. Article 44 The Company shall hold the general meeting at [specific place]. The general meeting shall set up a place of meeting, which will be held in the form of onsite meeting. The Company shall also provide [inter or other means] for facilitating the shareholders to attend the meeting. The shareholders are deemed present at the meeting if they attend the general meeting by any of the abovementioned means. Note: These Articles of Association of the Company may provide that the place for convening the general meetings is the domicile of the pany or any other specific site. In case other means to attend the general meetings are adopted, such other means and the method to confirm the valid and effective identity of the shareholders shall be set forth in these Articles of Association. Article 45 When holding the general meetings, the Company shall engage (an) attorney(s) to issue legal opinions on the following matters and make a public announcement thereof: (1) whether the procedures for convening and holding the meeting are in pliance with applicable laws, administrative regulations and these Articles of Association。 (4) the board of directors deeming necessary。 (2) the losses of the Company not made up reaching onethird of total paidin capital。 (4) The secured amount of one single security exceeds 10% of the latest audited assets。 (2) The security provided after the total amount secured by the Company to third parties reaches or exceeds 30% the latest audited total assets。 (15) Reviewing and discussing the stock incentive plan。 (13) Reviewing and discussing the matters of purchase and/or sale by the Company within one year of material assets exceeding 30% of the latest audited total assets。 (11) Passing resolutions on the appointment and dismissal of an accounting firm。 (9) Passing resolutions on such matters as merger, division, dissolution or liquidation of the Company or changes of the form of the Company。 (7) Passing resolutions on the increase or reduction of the registered capital of the Company。 (5) Examining and approving the annual financial budgets and final budgets of the Company。 (3) Examining and approving the reports of the board of directors。 and (5) Other obligations required to be assumed by a shareholder according the applicable laws, administrative regulations or these Articles of Association. Article 38 Any shareholder who holds no less than 5% of the voting shares of the Company and creates pledge on the shares it holds shall report the same in writing to the Company on the date when such pledge is created. Article 39 The c