Sample articles of articles of association of a limited company

u3000u3000 Co., Ltd. Articles of Association

u3000u3000Article 19 The shareholders' meeting of u3000 company is composed of all shareholders. The shareholders' meeting is the company's authority and exercises the following powers in accordance with the law:

u3000u30001. Determine the company’s business policy and investment plan;

u3000u30002. Elect and replace executive directors, and decide on matters related to the remuneration of executive directors;

u3000u30003. Elect and replace supervisors who are representatives of shareholders, and decide on relevant remuneration matters for supervisors;

u3000u30004. Review and approve the executive director’s report;

u3000u30005. Review and approve the supervisor’s report;

u3000u30006. Review and approve the company’s annual financial budget plan and final accounts plan;

u3000u30007. Review and approve the company’s profit distribution plan and loss compensation plan;

u3000u30008. Make a resolution to increase or decrease the company’s registered capital;

u3000u30009. Shareholders make a resolution to transfer capital contributions to persons other than shareholders;

u3000u300010. Make resolutions on company mergers, divisions, changes to company forms, dissolution and liquidation;

u3000u300011. Modify the company’s articles of association.

u3000u3000Article 20u3000 Shareholders' meetings are divided into regular meetings and extraordinary meetings, which are convened and presided over by the executive director. When the executive director is unable to perform his duties due to special reasons, the shareholder meeting designated by the executive director is convened and presided over.

u3000u3000 Regular meetings should be held once a year. When major problems arise in the company, shareholders representing more than a quarter of the voting rights may propose to convene an extraordinary meeting.

u3000u3000Article 21 When u3000 convenes a shareholders' meeting, it shall notify all shareholders 15 days before the meeting.

u3000u3000 The shareholders' meeting shall make resolutions on the matters discussed. The resolutions shall be voted by shareholders representing more than one-half of the voting rights. However, resolutions made by the shareholders' meeting to increase or reduce the company's registered capital, split, merge, disband, change the company's form, or amend the company's articles of association shall be voted by shareholders representing more than two-thirds of the voting rights. The shareholders' meeting shall make minutes of the decisions on the matters discussed, and shareholders attending the meeting shall sign the minutes.