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【正文】 titled to review and duplicate the pany39。 (3)The serial numbers for all capital contribution certificates.The shareholders recorded in the registry of shareholders may, pursuant to the registry of shareholders, claim to and exercise the shareholder39。 and(5) The serial number and date of issuance of the capital contribution certificate. The capital contribution certificate shall bear the seal of the pany. Article 33 A limited liability pany shall prepare a registry of shareholders and the registry shall record the following information:(1)The names of all shareholders and their domiciles thereof。s registered capital。 (2) The date of establishment of the pany。(8)Other matters deemed necessary by shareholders.The shareholders should affix their signatures or seals to the bylaw of the pany.Article 26 The registered capital of a limited liability pany shall be the total amount of capital contributions subscribed to by all the shareholders registered in the pany registration authority. The amount of the initial capital contributions made by all shareholders shall not be less than 20% of the registered capital, nor less than the statutory minimum amount of registered capital, the margin shall be paid off by the shareholders within 2 years from the day when the pany is established。 (6)The organizations of the pany and its formation, their functions and rules of procedure。 (4)Names of shareholders。 (2) Business Scope of the pany。 (4)The pany has a name and its organizational structure plies with that of a limited liability pany。 (2)The amount of capital contributions paid by the shareholders reaches the statutory minimum amount of the registered capital。 assembly or meeting of the board of directors, pleted the modification registration, if the people39。s court shall, at the request of the pany, demand the shareholders to provide corresponding guaranty. Where a pany has, according to the resolution of the shareholders39。 assembly, or meeting of the board of directors, or the voting form, is in violation of any law, administrative regulation or the bylaw, or if a resolution is in violation of the bylaw of the pany, the shareholders may, within 60 days from the day when the resolution is made, request the people39。 assembly or board of directors of the pany that is in violation of any law or administrative regulation shall be null and void. If the procedures for calling a shareholders39。s limited liabilities, if it seriously injures the interests of any creditor, it shall bear several and joint liabilities for the debts of the pany. Article 21 Neither the controlling shareholder, nor the actual controller, nor any of the directors, supervisors or senior management of the pany may injure the interests of the pany by taking advantage of its connection relationship. Anyone who causes any loss to the pany due to violating the preceding paragraph shall be liable for the pensation. Article 22 A resolution of the shareholders39。s limited liabilities. Where any of the shareholders of a pany causes any loss to the pany or to other shareholders by abusing the shareholder39。s rights under the law. None of them may injure any of the interests of the pany or of other shareholders by abusing the shareholder39。 assembly. The shareholder as mentioned in the preceding paragraph or the shareholder dominated by the actual controller as mentioned in the preceding paragraph shall not participate in voting on the matter as mentioned in the preceding paragraph. Such matter requires the affirmative votes of more than half of the other shareholders attending the meeting. Article 17 Every pany shall protect the lawful rights and interests of its employees, sign employment contracts with its employees, buy social insurances, and strengthen labor protection so as to ensure work safety. Every pany shall, in various forms, intensify the professional education and inservice training of its employees so as to improve their personal quality. Article 18 The employees of a pany shall, according to the Labor Union Law of the People39。 assembly according to its bylaw. If the bylaw prescribe any limit on the total amount of investments or guaranties, or on the amount of a single investment or guaranty, the aforesaid total amount or amount shall not exceed the limited amount. If a pany intends to provide guaranty to a shareholder or actual controller of the pany, it shall make a resolution through the shareholder39。s bylaw and shall be registered according to law. If the legal representative of the pany is changed, the pany shall go through the formalities for modifying the registration. Article 14 A pany may set up branches. To set up a branch, the pany shall file a registration application with the pany registration authority and shall obtain a business license. A branch shall not enjoy the status of an enterprise legal person and its civil liabilities shall be born by its parent pany. A pany may set up subsidiaries which enjoy the status of an enterprise legal person and shall be independently responsible for their own civil liabilities. Article 15 A pany may invest in other enterprises. However, unless it is otherwise provided for by any law, it shall not bee a capital contributor that shall bear several and joint liabilities for the debts of the enterprises in which it invests. Article 16 Where a pany intends to invest in any other enterprise or provide guaranty for others, the pany shall make a resolution through the board of directors, shareholders39。s rights and debts of the pany prior to the change shall be succeeded by the pany after the change. Article 10 A pany shall regard its main office as its domicile.Article 11 A pany established according to this Law shall formulate its bylaw that are binding on the pany, its shareholders, directors, supervisors and senior managers. Article 12 A pany39。 Increase and Deduction of Registered CapitalChapter X Dissol
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