________ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ Now it is revised as: "_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _".
(2) Article _ _ _ _ was originally: "_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _". Now it is revised as: "_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _".
(3) Article _ _ _ _ _ was originally: "_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _". Now it is revised as: "_ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _".
Seal or signature of shareholders:
______ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _ _
Procedures for amending the Articles of Association
(1) Application for Company Filing signed by the legal representative;
(2) The Certificate of Designated Representative or * * * with Entrusted Agent signed by the company and a copy of the identity certificate of the designated representative or entrusted agent. The Certificate shall indicate the matters handled by the designated representative or * * * with entrusted agent, the authority and the authorization period;
(3) resolutions and decisions of the shareholders' meeting on amending the Articles of Association;
(4) the revised articles of association or amendments to the articles of association;
(5) If laws, administrative regulations and decisions of the State Council stipulate that amendments to the Articles of Association must be submitted for approval, a copy of the relevant approval documents or license certificate shall be submitted;
(6) a copy of the company's business license.
Materials to be prepared for amending the Articles of Association
(1) Shareholders, directors or supervisors of the company propose to the shareholders' meeting to amend the Articles of Association, and propose a draft amendment to the Articles of Association.
(ii) The shareholders' meeting will vote on the amendments to the Articles of Association. A limited liability company's amendment to its articles of association must be approved by shareholders representing more than two-thirds of the voting rights; A joint stock limited company's amendment to its articles of association must be approved by more than two-thirds of the voting rights held by shareholders attending the shareholders' meeting.
(3) When the revision of the Articles of Association involves matters requiring examination and approval, it shall be reported to the competent government authority for approval. If a joint stock limited company issues new shares to increase its registered capital, it must apply to the department authorized by the State Council or the provincial people's government for approval; If it is a public offering, it must be approved by the securities management department of the State Council.
(4) if the amendment of the articles of association involves matters that need to be registered, it shall be reported to the company registration authority for approval and the change registration shall be handled; Matters not involved in registration shall be submitted to the company registration authority for the record.
(5) if the revision of the articles of association involves matters that need to be announced, it shall be announced according to law. If the company issues new shares to raise enough money, it must make an announcement in the manner prescribed by law or the articles of association.
(6) To modify the Articles of Association, it is necessary to submit "resolutions of shareholders' meeting" and "amendments to the Articles of Association" to the company registration authority. If the registered items are involved, the change can only be completed with the signature and seal of the company as a legal person.
Legal basis
According to Article 25 of the Company Law of the People's Republic of China
, the articles of association of an enterprise shall contain the following items:
(1) Company name and domicile;
(2) business scope of the company;
(3) the registered capital of the company;
(4) the names of shareholders;
(5) the mode, amount and time of contribution by shareholders;
(6) the organization of the company, its methods of formation, powers and rules of procedure;
(7) the legal representative of the company;
(8) other matters that the shareholders' meeting deems necessary.
shareholders shall sign and seal the articles of association.
article 11 stipulates that the articles of association must be formulated in accordance with the law when establishing a company. The articles of association are binding on the company, shareholders, directors, supervisors and senior managers.