Chapter 1 General Provisions

Article 1 The name of this association: Shanghai E-Commerce Industry Association (hereinafter referred to as the "Association"), English name: SHANGHAI ELECTRONIC COMMERCE ASSOCIATION. (English abbreviation: SECA.)

Article 2: This association is established in accordance with the spirit of the "Regulations on the Registration and Management of Social Groups" and the "Shanghai Provisions on Promoting the Development of Industry Associations", and is an enterprise and institution engaged in e-commerce in this city. (Including foreign-funded and Sino-foreign joint ventures registered in this city) and other economic organizations, cross-department and cross-ownership non-profit industrial social group legal persons that are voluntarily formed to implement industry services and self-regulatory management.

Article 3 The purpose of this association is: service, self-discipline, representation, and coordination. By serving member units, industry self-discipline, representing the overall interests of the industry, coordinating member-related matters, and promoting the healthy and standardized development of e-commerce in Shanghai.

Article 4 The industry business supervisory unit of this association is the Shanghai Municipal Information Technology Commission, the association’s business supervisory unit is the Shanghai Social Services Bureau, and the registration management authority is the Shanghai Municipal Administration of Societies. The Association also accepts business guidance and supervision from the Shanghai Municipal Information Technology Commission, Shanghai Municipal Social Services Bureau and Shanghai Municipal Administration of Societies.

Article 5 The domicile and activity area of ??the Association: Shanghai.

Chapter 2 Mission, Business Scope and Activity Principles

Article 6 The tasks of this association are:

(1) Promote and implement relevant national policies, Policies, laws and regulations; provide opinions and suggestions to relevant government departments on the development of e-commerce; assist the government in formulating (amending) policies, regulations and standards related to e-commerce, and promote their implementation;

(2) ) Carry out basic situation surveys in the field of e-commerce, provide members and relevant departments with information on e-commerce development, market development trends, and economic forecasts, provide information consulting services and policy, technology, industry, and market orientation work, and assist government departments in formulating e-commerce Medium and long-term business development plans;

(3) Actively carry out e-commerce academic exchanges; promote popular education and skills training on e-commerce knowledge; carry out e-commerce legal consultation and legal services;

(4) Strengthen cooperation and exchanges at home and abroad, organize or participate in domestic and foreign e-commerce new product and new technology exhibitions and sales, provide services for enterprises to explore domestic and foreign markets, and promote new e-commerce technologies suitable for China's national conditions;

< p>(5) Guide enterprises and institutions to be customer-centered, actively participate in relevant e-commerce certification and quality supervision activities, and improve product quality and service quality;

(6) Cooperate with relevant government departments to promote online entrepreneurship ;

(7) Actively carry out technical consultation and technical service work of the association, and provide demonstration and consultation for e-commerce investment and development projects, feasibility plans, etc. as entrusted by government departments or enterprises and institutions;

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(8) Develop information resources, edit and publish e-commerce books, periodicals, audio and video materials;

(9) Improve industry regulations, prohibit unfair competition, safeguard intellectual property rights, and safeguard the legitimate rights and interests of members ;

(10) Complete other matters entrusted by the government or members.

Article 7 The business scope of this association: technical exchanges, consulting and training, intermediary services, organizing exhibitions, publishing materials, and undertaking matters entrusted by the government and other relevant departments.

Article 8 Principles of the Association’s activities:

(1) The Association carries out activities in accordance with the approved charter and abides by relevant national and Shanghai laws, regulations and policies;

(2) The association shall carry out its activities honestly and trustworthy, be fair and equitable, not engage in fraud, and shall not harm the interests of the country, other units and individuals;

(3) The association shall not engage in business activities in the name of the association , if activities are carried out in the name of the organizing business entity, it will not compete with enterprises in the industry for profits;

(4) When the association carries out activities, it follows "democratic centralism" and "self-organized meetings" In principle, we should achieve autonomy in work, self-employment of personnel, and self-financing.

Chapter 3 Members

Article 9 Members of this association are unit members.

Article 10 To apply to become a member of this association, you must meet the following conditions:

(1) Enterprises in the same industry and other related organizations;

(2) Voluntary Join the Association;

(3) Recognize the Articles of Association of the Association.

Article 11 The procedures for membership membership are:

(1) Submit an application for membership;

(2) Review by the Secretariat authorized by the Board of Directors of the Association Agree and issue membership card.

Article 12 Members shall enjoy the following rights:

(1) Enjoy the right to elect, be elected and vote in the Association;

(2) Participate in the Association Relevant activities organized by the Association;

(3) Priority in obtaining services from the Association;

(4) The right to know, criticize, suggest and supervise the work of the Association;

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(5) Join the membership voluntarily and withdraw freely;

(6) Priority in obtaining relevant books, periodicals and materials published by the association.

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(2) Complete the work entrusted by the association, support and participate in various activities of the association;

(3) Pay membership fees as required;

(4) ) Take the initiative to report the situation to the Association; provide relevant information and reports.

Article 14 Members who wish to withdraw from membership should submit a written letter to the Association and return the membership card.

If a member fails to pay membership dues within two years without any reason or does not participate in required activities organized by the association, he will be deemed to have withdrawn automatically.

Article 15 If a member seriously violates national laws, regulations or this Articles of Association, he or she will be removed from the membership and made public upon the approval of more than two-thirds of the members of the Board of Directors.

If the expelled member is dissatisfied with the board of directors’ decision to remove the member, he or she may file an appeal within 30 days from the date of receipt of the decision, which will be reviewed and responded to by the board of directors; for appeals that have significant social impact, If it is difficult for the Board of Directors to decide, it may make a recommendation to the General Assembly for review.

Chapter 4 Organizational Structure

Article 16 The organizational principle of this association is democratic centralism. The establishment of the leadership body and the decision-making of major matters must be subject to collective discussion and decisions must be made based on the principle of the majority obeying the majority.

Article 17 The highest authority of the Association is the General Assembly. Each General Assembly is elected for a term of four years. If it is necessary to advance or postpone the election due to special circumstances, it must be voted by the Board of Directors and reported to the Shanghai Municipal Society. The application will be reviewed by the Service Bureau and the Shanghai Municipal Information Technology Commission and approved by the Municipal Societies Administration Bureau. However, the maximum extension of the term change shall not exceed one year. The powers of the general meeting are:

(1) Formulate and amend the articles of association;

(2) Elect or remove directors;

(3) Review and decide on membership dues standards ;

(4) Review the work report and financial report of the Board of Directors;

(5) Decide on major matters such as the name change of the association and the termination of the association;

(6) ) Other major matters that need to be decided by the general meeting.

Article 18 The general meeting of members shall be held once a year. Members must designate a member representative to attend the general meeting of members and exercise voting rights on their behalf. The general meeting of members must be attended by more than two-thirds of the member representatives, and its resolutions must be passed by more than two-thirds of the members present to take effect.

Members can entrust a proxy to attend the meeting. The proxy should produce a power of attorney issued by the member unit and exercise voting rights according to the scope of authorization.

Article 19 The Association has a Board of Directors, which is elected by the General Assembly. It is the executive body of the General Assembly. It leads the Association to carry out daily work during the closing period of the General Assembly and is responsible to the General Assembly. The total number of directors shall not exceed one-third of the total members.

The term of the Board of Directors is four years. When the term expires, a general meeting of members shall be held for re-election.

Article 20 The powers of the Board of Directors are:

(1) Convene the general meeting of members and submit work reports and financial reports to the general meeting;

(2) Implement the resolutions of the general meeting;

(3) Elect or remove the president and vice-president of the association;

(4) Decide on the appointment and dismissal of the secretary-general based on the nomination of the president ;

(5) Based on the nomination of the Secretary-General, decide on the appointment and dismissal of the Deputy Secretary-General and the main persons in charge of each agency;

(6) Decide on offices, branches, and representative offices and the establishment and dissolution of physical institutions;

(7) Leading the work of various institutions of the association;

(8) Formulating internal management systems;

(IX ) Hear and review the work report of the Secretary-General and inspect the work of the Secretary-General;

(10) Decide on the removal of members;

(11) Decide on other major matters.

Article 21 The Board of Directors shall hold at least one meeting per year; it may be held at any time under special circumstances. Additional directors are proposed by the board of directors and must be elected by the general meeting of members. Under special circumstances, by-elections may be made by the Board of Directors, but by-elections of directors must be confirmed by the next general meeting of members.

Article 22: The president is responsible for convening and presiding over board meetings.

One-third of the directors proposed that a board meeting must be held. If the president is unable to convene the meeting, the proposed directors may elect a convener. To convene a board meeting, the president or convener must notify all directors 5 days in advance.

Board meetings shall be attended by the directors themselves. If a director is unable to attend for any reason, he should entrust another director in writing to attend on his behalf. The authorization should be specified in the letter of authorization.

Article 23 The meeting of the board of directors must be attended by more than two-thirds of the directors. The resolution of the board of directors must be voted by more than two-thirds of the directors present to take effect.

Article 24 The general meeting of members of the Association shall exercise its functions and powers under paragraphs 2 and 3 of Article 18, and the board of directors shall exercise its functions and powers under paragraph 3 of Article 21 and vote. Conducted by secret ballot.

Minutes shall be made for the meetings of the Board of Directors. If a resolution is reached, minutes shall be made. The minutes of the Board of Directors meetings shall be reviewed and signed on the spot by the directors present.

Article 25 The president of the association is the legal representative.

The legal representative of this association shall not concurrently serve as the legal representative of other social groups. The legal representative of this association does not hold any current public office in any state agency.

Article 26 The president and vice president of the association must meet the following conditions:

(1) Adhere to the party’s line, principles and policies;

(2) Have greater influence or higher reputation in the industry of this association;

(3) The maximum age of appointment is generally not more than 70 years old;

(4) Physical health Be healthy and able to work normally;

(5) Have full capacity for civil conduct.

Article 27 Persons who have any of the following circumstances cannot serve as the president or vice president of the association:

(1) Sentenced to public surveillance, criminal detention or fixed-term imprisonment for a crime A prison sentence that is less than 5 years from the date of completion of the execution of the sentence;

(2) A person who has been sentenced to deprivation of political rights for a crime and is currently serving the sentence or has been sentenced to deprivation of political rights;

< p>(3) He has served as a person in charge of a social group whose registration has been revoked due to violation of laws, and has been personally responsible for the illegal acts of the social group, and it has been less than 5 years since the date of the cancellation of the social group;< /p>

(4) Those who do not have full capacity for civil conduct;

(5) Those who hold current public positions in state organs.

Article 28 The term of each term of the President of the Association is the same as that of the Board of Directors, and re-election shall generally not exceed two terms. If it is necessary to be re-elected beyond the term due to special circumstances, it must be voted by more than two-thirds of the members at the general meeting, reported to the business supervisory unit for review and approval, and approved by the registration management authority before taking office.

Article 29 The president of the association shall exercise the following powers:

(1) Preside over the general meeting of members, convene and chair the board of directors;

(2) Check the implementation of resolutions at various meetings;

(3) Lead the work of the board of directors and sign relevant important documents on behalf of the association;

(4) Nominate candidates for the secretary-general of the association;

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(5) Other powers stipulated in the charter.

Article 30 The Secretariat of the Association is the daily office of the Board of Directors. The Secretary-General shall preside over the daily work of the Secretariat, and the conditions for his appointment shall refer to Article 26. The staff of the secretariat shall be full-time personnel, and the personnel allocation system and social security system shall be implemented in accordance with the relevant regulations of this city.

Article 31 The Secretary-General of the Association accepts the leadership of the Board of Directors and strictly implements the resolutions of the General Assembly and the Board of Directors. The secretary-general should be a full-time person. The Secretary-General of the Association exercises the following powers:

(1) Preside over the daily work of the Secretariat and organize the implementation of the annual work plan;

(2) Coordinate the branches, representative agencies and entities Carry out work;

(3) Nominate the heads of branches, representative offices and entities and submit them to the Board of Directors for decision;

(4) Develop internal management rules and regulations and submit them to the Board of Directors Organize and implement the work after approval by the meeting;

(5) Report the work status to the president and the board of directors;

(6) Handle other daily affairs.

Article 32 Full-time staff of the Association shall participate in on-the-job training organized by the registration management authority or business supervisory unit, become familiar with and understand the laws, regulations and policies of social groups, and strive to improve their business capabilities.

Chapter 5 Principles of Asset Management and Use

Article 33 Sources of income of the association:

(1) Membership fees;

< p>(2) Voluntary donations from natural persons, legal persons or other organizations;

(3) Funding obtained from undertaking matters entrusted by government departments;

(4) Within the approved business scope Income from activities or services;

(5) Interest;

(6) Other legal income.

Article 34 The property and other income of the Association are protected by law, and no unit or individual may encroach, privately divide or misappropriate them.

Article 35 The Association collects membership dues in accordance with the dues standards approved by the general meeting of members.

Article 36 The funds of this association must be used for the business scope and career development stipulated in this charter, and will not be allocated among members.

Article 37 The Association implements the "Accounting System for Private Non-Profit Organizations", conducts accounting in accordance with the law, establishes and improves an internal accounting supervision system, and ensures that accounting information is legal, authentic, accurate and complete.

Article 38 The source of the assets of the Association is part of government funding and social donations. It should promptly report the acceptance and use of funding and donations to the business supervisory unit and registration management authority, and accept them publicly. Oversight of funders, donors and society.

If you sign a donation agreement with a sponsor or donor, it must be used in accordance with the purpose, method, and period agreed in the donation agreement. If the association uses donated property in violation of the donation agreement, the sponsor or donor has the right to require the association to abide by the donation agreement or apply to the People's Court to revoke the donation or terminate the donation agreement.

Article 39 The Association accepts tax supervision and accounting supervision implemented by the tax and accounting authorities in accordance with the law.

Article 40 The Association is equipped with professionally qualified accounting personnel. Accountants cannot also serve as cashiers. When accounting personnel transfer jobs or resign, they must clear the handover procedures with the person who takes over.

Article 41 The wages, insurance, and welfare benefits of the association’s full-time staff shall be implemented in accordance with relevant national regulations.

Article 42 The business and accounting year of this association is from January 1st to December 31st each year. Before March 31st each year, the Board of Directors shall review and approve the following matters:

(1) Last year’s business report and final accounts of revenue and expenditure;

(2) Business plan and budget of revenue and expenditure for this year;

(3) Property inventory.

Article 43 The association shall conduct a financial audit when it changes its term of office, changes its legal representative, or liquidates, and submits it to the registration management authority and business supervisory unit.

Article 44 The Association shall accept annual inspections organized by the registration management authority in accordance with the "Regulations on the Registration and Management of Social Groups".

Chapter 6 Termination and Procedures and Property Disposal after Abolition

Article 45 The Association shall terminate under any of the following circumstances:

( 1) Complete the purpose stipulated in the articles of association;

(2) Unable to continue to engage in public welfare activities in accordance with the purpose stipulated in the articles of association;

(3) Split or merge;

(4) Disbanded on its own initiative.

Article 46 To terminate the association, the board of directors shall propose a termination motion, which shall be reported to the business supervisory unit for review within 15 days after it is voted and approved by the general meeting of members. Apply to the registration management authority for cancellation of registration within 15 days after review and approval by the business supervisory unit.

Article 47 Before the association is terminated, a liquidation organization shall be established under the guidance of the registration management authority and business supervisory unit to clear out claims and debts and handle the aftermath. During the liquidation period, no activities other than liquidation will be carried out.

Article 48 The association will be terminated after the registration and cancellation procedures are completed by the social group registration management authority.

Article 49: The remaining property of the Association after cancellation shall be used for public welfare purposes in the following ways under the supervision of the business supervisory unit and the registration management authority:

(1) ) Develop undertakings related to the purpose of the association;

(2) Develop undertakings related to the development of e-commerce in Shanghai.

If it cannot be handled according to the above method, the registration and management authority will organize donations to social welfare organizations with the same nature and purpose as the association for public welfare undertakings, and make an announcement to the public.

Chapter 7 Supplementary Provisions

Article 50 Modifications to this Articles of Association must be voted and approved by the Board of Directors and then submitted to the General Meeting of Members for review and approval. Within 15 days after deliberation and approval at the membership meeting, it will be reported to the business supervisory unit for review and approval, and to the registration management authority for approval before it can take effect.

Article 51 This Article of Association was voted and approved at the first member meeting of the second session on May 21, 2008. If the provisions of this Charter are inconsistent with national laws, regulations and policies, national laws, regulations and policies shall prevail.

Article 52 The right to interpret this charter belongs to the Board of Directors of the Association.

Article 53 This Article of Association shall take effect from the date of approval by the registration management authority.