Articles of Association of Wenzhou Hayes Couplet Art Institute (Excerpt) Chapter I General Provisions Article 1 The name of this unit is "Wenzhou Hayes Couplet Art Institute". English abbreviation: WSA). Article 2 The nature of this unit is a social organization that mainly uses non-state-owned assets to voluntarily organize and engage in non-profit social service activities. Article 3 The purpose of this unit: to abide by the Constitution, laws, regulations and national policies, to abide by social ethics, to carry forward the traditional culture of the motherland, and to serve the socialist construction of "three civilizations". Article 4 This unit accepts the supervision and management of Wenzhou Civil Affairs Bureau, the registration authority. Article 5 The domicile of this unit is Wenzhou City, Zhejiang Province. Article 6 Where the articles of association are inconsistent with laws, regulations and rules, the provisions of laws, regulations and rules shall prevail. Article 7 This unit is based in Wenzhou, facing the whole country and the world, strengthening contacts and exchanges with people all over the world, providing them with a platform for art exhibition and publicity, so that the traditional style and elegance of the Chinese nation can be displayed on the world stage. Article 8 This unit actively strengthens close contact and cooperation with relevant government departments and all walks of life, provides relevant consultation and services, and seeks common development to achieve a win-win situation. Chapter II Organizer, Start-up Capital and Business Scope Article 9 The organizers of this unit are Ms. Huang and Ms. Chen Wenwa. The organizer has the following rights: (1) to know the operating status and financial status of the unit; (2) Recommend directors and supervisors of the unit (hereinafter referred to as directors); (three) have the right to consult the minutes of the meeting of the Council of the unit (hereinafter referred to as the Council) and the financial and accounting reports of the unit. Article 10 Start-up capital of this unit (omitted). Article 11 The business scope of this unit: (1) Creation of couplets; (2) the study of couplet art; (3) couplet training; (4) Excavating, collecting and sorting out couplets; (5) couplet exhibition; (six) using the social, economic and cultural values of couplets to carry out various forms of service activities; (seven) to carry out cultural and artistic exchanges of couplets. Chapter III Organizational Management System Article 12 This unit shall have a council. The Council is the decision-making body of the unit. The directors are elected by the promoters (including investors), representatives of employees (elected by all employees), representatives of academicians (friends) and relevant units (registration management organs). The term of office of directors is 4 years, and can be re-elected if re-elected. Article 13 The Council shall exercise decision-making power on the following matters: (1) Amending the Articles of Association; (2) Business activity plan; (3) Annual financial budget and final accounts; (four) plans to increase the start-up capital; (five) the division, merger or termination of the unit; (six) to appoint or dismiss the president of the unit and the vice president, secretary-general, deputy secretary-general, chief financial officer, general counsel, artistic director and other artistic advisers and directors nominated for appointment or dismissal; (7) To recall and add directors; (eight) the establishment of internal institutions; (nine) to formulate internal management system; (10) Wages and remuneration of employees. Article 14 The Council shall meet twice a year. In any of the following circumstances, a meeting of the board of directors shall be convened: (1) When the chairman deems it necessary; (2) 1/3 or more directors jointly propose. Article 15 The board of directors has 65,438+0 directors and 65,438+0-2 deputy directors. The chairman and vice-chairman shall be elected or removed by the board of directors with a majority of all directors. Article 16 The vice chairman shall assist the chairman in his work. When the chairman is unable to exercise his functions and powers, the vice chairman designated by the chairman shall exercise his functions and powers on his behalf. Article 17 When convening a board meeting, all directors shall be informed of the time, place and contents of the meeting before the meeting 10. If a director is unable to attend the meeting for some reason, he may entrust other directors to attend the meeting on his behalf in writing, and the power of attorney must specify the scope of authorization. Article 18 A meeting of the board of directors shall be held only when more than 65,438+0/2 directors are present. The board meeting should be attended by 1 person and vote by 1 vote. Resolutions made by the board of directors must be passed by more than half of all directors. Resolutions on the following important matters shall be valid only if they are approved by more than two thirds of all directors: (1) amending the articles of association; (two) the division, merger or termination of the unit; (3) The establishment or cancellation of branches. Article 19 The Council shall make minutes of meetings. Where a resolution is made, minutes shall be made on the spot, which shall be reviewed and signed by the directors present at the meeting. If the resolution of the board of directors violates laws, regulations or the articles of association, causing losses to the unit, the directors who participated in the resolution shall bear the responsibility. However, if it is proved that the director opposed the voting and recorded it in the minutes of the meeting, he may be exempted from liability. The records of the board of directors shall be filed and kept by the personnel designated by the chairman. Article 20 The chairman of the board of directors shall exercise the following functions and powers: (1) To convene and preside over meetings of the board of directors; (two) to check the implementation of the resolutions of the Council; (three) other functions and powers stipulated by laws, regulations and the articles of association of the unit. Article 21 The president of this unit is responsible to the Council and exercises the following powers: (1) Presiding over the daily work of this unit and organizing the implementation of the resolutions of the Council; (two) to organize the implementation of the annual business plan of the unit; (three) to formulate the establishment plan of the internal organs of the unit; (4) Formulating the internal management system; (five) to propose the appointment or dismissal of the vice president, secretary general, deputy secretary general and financial controller of the unit; (six) to propose the appointment or dismissal of the general counsel, artistic director and other artistic consultants and directors of the unit. (seven) to appoint or dismiss the person in charge of the internal organization. The person in charge of the unit attended the board meeting as nonvoting delegates. Article 22 The unit shall set up a board of supervisors, with three members. The term of office of the supervisor is the same as that of the director. Upon expiration of the term of office, a supervisor may be re-elected. Article 23 Supervisors shall be created or replaced by promoters (including investors), employees of the unit, academicians (friends) or persons recommended by relevant units. The employee representatives in the board of supervisors are democratically elected by the employees of the unit. The directors, dean and financial controller of this unit shall not concurrently serve as supervisors. Article 24 The board of supervisors or supervisors shall exercise the following functions and powers: (1) Check the financial affairs of their own units; (2) Supervising directors and presidents who violate laws, regulations or the articles of association; (three) when the behavior of the director and dean of the unit damages the interests of the unit, it is required to correct it. Supervisors attend board meetings as nonvoting delegates. Article 25 The meeting of the Board of Supervisors adopts the voting system of 1 person and 1 person. The resolution of the board of supervisors shall be valid only if it is approved by more than half of all supervisors. Chapter IV Legal Representative Article 26 The legal representative of this unit is Huang. Article 27 A person who is under any of the following circumstances shall not be the legal representative of his own unit: (1) Having no capacity for civil conduct or having limited capacity for civil conduct; (2) A criminal penalty or criminal compulsory measure is being executed; (3) Being wanted by the public security organ or the state security organ; (4) Being sentenced to punishment for a crime, and the execution period is less than 3 years, or being sentenced to deprivation of political rights for a crime, and the execution period is less than 5 years; (5) Being the legal representative of a private non-enterprise unit whose registration has been cancelled due to violation of the law, and it has not been more than 3 years since the date when the unit was cancelled; (6) Non-Chinese mainland residents; (seven) other circumstances in which the legal representative is prohibited by laws and regulations. Chapter V Asset Management, Use Principles and Labor Employment System Article 28 Sources of funds of this unit: (1) Organization expenses; (two) academician (friend) hospitalization fee and information fee income. (3) government funding; (4) Income from service activities within the business scope; (5) interest; (6) donation; (7) Other lawful income. Article 29 The fund must be used for the development of the business scope and undertakings stipulated in the articles of association, and the surplus shall not be distributed as dividends. Thirtieth the implementation of the accounting system stipulated by the state, accounting according to law, establish and improve the internal accounting supervision system, and ensure the legality, truthfulness, accuracy and completeness of accounting information. Accept the tax supervision and accounting supervision implemented by the competent tax and accounting departments according to law. Thirty-first equipped with accounting personnel with professional qualifications. Accounting personnel shall not concurrently serve as cashiers. When an accountant transfers his job or leaves his post, he must go through the handover procedures with the recipient. Article 32 This unit must conduct financial audit before changing its legal representative. Thirty-third units in accordance with the provisions of the "Provisional Regulations on the registration management of private non-enterprise units", and consciously accept the annual inspection organized by the registration authority. Article 34 The labor employment and social insurance system of this unit shall be implemented in accordance with national laws and regulations and the relevant provisions of the administrative department of labor security of the State Council. Respect their wishes and don't pay for friendship. Chapter VI Revision of the Articles of Association Article 35 The revision of the Articles of Association shall be reported to the registration authority for approval within 30 days after the voting by the Council. Chapter VII Termination and Disposal of Assets after Termination Article 36 This unit shall be terminated under any of the following circumstances: (1) Accomplishing the purpose stipulated in the Articles of Association; (two) unable to continue to carry out activities in accordance with the purposes stipulated in the articles of association; (3) Division or merger; (4) Dissolve by itself. Article 37 The termination of this unit shall be reported to the registration authority for approval within 05 days after the voting by the board of directors. Article 38 Before going through the cancellation of registration, this unit shall set up a liquidation organization under the guidance of the registration administration organ and relevant authorities to clear up the creditor's rights and debts, dispose of the remaining property and complete the liquidation work. The remaining property shall be disposed of in accordance with the provisions of relevant laws and regulations. During the liquidation period, no activities other than liquidation will be carried out. This unit shall cancel the registration with the registration authority within 05 days from the date of liquidation. Article 39 this unit shall terminate as of the date when the registration authority issues the certificate of cancellation of registration. Chapter VIII Supplementary Provisions Article 40 The Articles of Association were adopted by the board of directors on February 22, 20 14. Article 41 The right to interpret the Articles of Association belongs to the Council. Article 42 The Articles of Association shall come into force as of the date of approval by the registration authority.