Hello, my answer to your question is: How to write a model essay on the articles of association of a wholly state-owned company Chapter I General Provisions Article 1 In order to establish a modern enterprise system, realize the preservation and appreciation of state-owned assets and promote economic development, the articles of association of this company are formulated in accordance with the provisions of the Company Law of People's Republic of China (PRC). Article 2 Name of the company (hereinafter referred to as the company) Article 3 Domicile of the company Article 4 Business term of the company: permanent existence (or: from the date of establishment registration to the date of year, month and day). Article 5 The chairman of the board is the legal representative of the company (or: the manager is the legal representative of the company). Article 6 A company is an enterprise legal person, and if it owns the property of the legal person, it shall enjoy the property right of the legal person. Investors shall be liable to the company to the extent of their subscribed capital contribution. The company is liable for its debts with all its property. Article 7 The Articles of Association shall be binding on the company, investors, directors, supervisors and senior managers as of the effective date. Chapter II Scope of Business Article 8 Scope of business of the company: (The above scope of business shall be subject to the approval of the company registration authority). Article 9 Where a company changes its business scope according to the actual situation, it must be approved and registered by the company registration authority. Chapter III Registered Capital of the Company Article 10 The company is a wholly state-owned company established for independent investment. The registered capital of the company is RMB10,000.00 Yuan, and the mode of contribution is. (Note: It should be indicated that the mode of investment is in cash, in kind, intellectual property rights, land use rights, etc. If the investor contributes capital in currency, it shall deposit the capital contribution in full into the account opened by the company in the bank; If non-monetary property is used as capital contribution, it shall be evaluated and the transfer procedures of its property rights shall be handled according to law. Article 11 Investors shall pay their respective subscribed capital contributions in full and on time. The investor's capital contribution scheme is as follows: (1) Initial capital contribution: investor's name (RMB 10,000), capital contribution mode (%) and capital contribution time (2) Second capital contribution: investor's name (RMB 10,000), capital contribution ratio (%). The capital contribution mode shall indicate the currency. Article 12 A company shall increase or decrease its registered capital in accordance with the Company Law and other relevant laws, administrative regulations and the procedures stipulated in the Articles of Association. Chapter IV Investors Article 13 Investors are state-owned assets supervision and administration institutions authorized by the government to perform the responsibilities of investors on behalf of the country. Article 14 Investors shall enjoy the following rights: (1) To decide on the company's business policies and investment plans. (2) To appoint or replace directors who are not employees' representatives of the company, and to appoint or dismiss the chairman and vice-chairman among the board members; To determine the remuneration of directors; (3) Appointment or replacement of supervisors who are not employee representatives, and appointment or dismissal of members of the board of supervisors; To decide on the remuneration of supervisors; (4) Examining and approving the reports of the board of directors and the board of supervisors; (five) to consult the minutes of the board meeting and the company's financial and accounting reports; (6) To approve the company's annual financial budget, final accounts plan and profit distribution plan to make up for losses; (7) To decide on the merger, division, change of corporate form, dissolution and liquidation of the company, increase or decrease the registered capital, and issue corporate bonds; (8) The company terminates and obtains the remaining property of the company according to law; (9) Amending the Articles of Association. (10) Other rights stipulated by laws, administrative regulations or the articles of association. Investors who make decisions on the above matters shall report to the people's government at the corresponding level for approval in accordance with relevant regulations. (Note: Items (1) and (6) of the preceding paragraph may be exercised by the board of directors as appropriate) Article 15 Obligations of investors: (1) Abide by laws, administrative regulations and the Articles of Association; (2) Pay the subscribed capital contribution in full and on time; (three) after the establishment of the company, it shall not withdraw its capital contribution; (4) Other obligations stipulated by laws and administrative regulations. Article 16 An investor may transfer all or part of his capital contribution, and go through the formalities of property transfer after examination and approval according to law. After the transfer, the company form shall be changed, and the change shall be registered with the company registration authority. Chapter V Board of Directors, Manager and Board of Supervisors Article 17 A company shall have a board of directors composed of people, among whom there shall be an appropriate proportion of employee representatives. Directors are appointed or replaced by investors, but the employee representatives among the board members are democratically elected or replaced by the company's employee congress. The term of office of the directors is three years (note: no more than three years), and they may be re-elected at the expiration of the term. Article 18 The board of directors shall have a chairman and a vice-chairman, who shall be appointed or dismissed by investors among the board members. Article 19 The board of directors shall be responsible to the investors and exercise the following functions and powers: (1) Implementing the decisions of the investors; (2) To decide on the company's business plan and investment plan; (3) To formulate the company's annual financial budget and final accounts plan, profit distribution plan and loss compensation plan; (4) To formulate plans for the increase or decrease of registered capital, issuance of corporate bonds, division, merger, change of corporate form, dissolution and liquidation of the company; (5) Deciding on the establishment of the company's internal management organization; (6) To appoint or dismiss the manager of the company, to appoint or dismiss the deputy manager and financial officer of the company according to the nomination of the manager, and to decide on their remuneration; (seven) to formulate the basic management system of the company; (8) The articles of association of the company or other powers granted by investors. Article 20 The meeting of the board of directors shall be convened and presided over by the chairman. When the chairman is unable to perform his duties or fails to perform his duties, it shall be convened and presided over by the vice chairman. If the vice chairman is unable to perform his duties or fails to perform his duties, it shall be convened and presided over by more than half of the directors. Article 21 The voting on the resolutions of the board of directors shall be one person, one vote. The board of directors shall make minutes of the decisions on the matters discussed, and the directors present at the meeting shall sign the minutes. Article 22 The meeting of the board of directors shall be notified to all directors fifteen days before the meeting. The notice time can be adjusted with the unanimous consent of all directors. The board meeting can only be held when more than half of the directors are present. Resolutions made by the board of directors must be passed by more than half of all directors. Article 23 The company shall have a manager who shall be appointed or dismissed by the board of directors. With the consent of the investor, the director may concurrently serve as the manager. The manager is responsible to the board of directors and exercises the following functions and powers: (1) to preside over the production, operation and management of the company and organize the implementation of the resolutions of the board of directors; (2) Organizing the implementation of the company's annual business plan and investment plan; (3) To draft the establishment plan of the company's internal management organization; (4) To draft the basic management system of the company; (5) To formulate specific rules of the company; (six) to propose the appointment or dismissal of the company's deputy manager and financial officer; (seven) to appoint or dismiss the responsible management personnel other than those who should be appointed or dismissed by the board of directors. (8) Other powers granted by the articles of association or the board of directors. Article 24 The chairman, vice-chairman, directors and senior management personnel of a company shall not hold positions in other limited liability companies, joint stock limited companies or other business institutions without the consent of the investors. Article 25 The company shall set up a board of supervisors, which shall be composed of people (note: the number of supervisors shall not be less than five). The supervisor shall be appointed or replaced by the investor, but the employee representatives among the members of the board of supervisors shall be elected or replaced by the employees' congress of the company. The employee representative ratio of each board of supervisors shall be decided by the investor, but it shall not be less than one third of the number of supervisors. The term of office of the supervisor is three years. Directors and senior managers shall not concurrently serve as supervisors. Article 26 The Board of Supervisors shall be appointed and removed by investors among the supervisors. Article 27 The Board of Supervisors shall be responsible for convening and presiding over meetings of the Board of Supervisors; If the Board of Supervisors is unable to perform its duties or fails to perform its duties, more than half of the supervisors shall jointly nominate a supervisor to convene and preside over the meeting of the Board of Supervisors. Article 28 The meeting of the Board of Supervisors shall be held only when more than half of the supervisors are present. The resolution formed by the board of supervisors shall be valid only if it is approved by more than half of the supervisors. Article 29 The Board of Supervisors shall exercise the following functions and powers: (1) Check the financial affairs of the company; (2) To supervise the acts of directors and senior managers in performing their duties, and put forward suggestions for the removal of directors and senior managers who violate laws, administrative regulations, articles of association or decisions of investors; (3) To require directors and senior managers to correct their actions when they harm the interests of the company; (4) Other functions and powers as prescribed by laws, administrative regulations and the Articles of Association. Chapter VI Financial Accounting of the Company Article 30 A company shall establish its financial accounting system in accordance with laws, administrative regulations and the provisions of the financial department, and make a financial accounting report at the end of each fiscal year, which shall be audited by an accounting firm according to law. The financial accounting report shall be sent to the investor within three months after the end of each fiscal year. Article 31 When distributing the after-tax profits of the current year, the company shall withdraw 10% of the profits and include it in the company's statutory reserve fund. If the accumulated amount of the statutory common reserve fund of the company is more than 50% of the registered capital of the company, it may not be withdrawn. If the statutory reserve fund of the company is insufficient to make up for the losses of the previous year, the profits of the current year shall be used to make up for the losses before the statutory reserve fund is withdrawn in accordance with the provisions of the preceding paragraph. After the company withdraws the statutory reserve fund from the after-tax profits, it may also withdraw any reserve fund from the after-tax profits upon the resolution of the shareholders' meeting. After-tax profits of the company after making up losses and withdrawing provident fund shall be distributed according to law. Chapter VII Dissolution and Liquidation of the Company Article 32 A company may be dissolved under any of the following circumstances: (1) The business term stipulated in the articles of association expires; (2) The investor decides to dissolve; (3) The company needs to be dissolved due to merger or division; (4) Its business license is revoked, it is ordered to close down or it is revoked according to law. In case of Item (1) of the preceding paragraph, the company may survive by amending its articles of association. Article 33 Where the company is dissolved due to the provisions in Items (1), (2) and (4) of the preceding article of this chapter, a liquidation group shall be established to carry out liquidation according to law; After the liquidation of the company, the liquidation group shall prepare a liquidation report, which shall be submitted to the company registration authority after confirmation by the investors, apply for cancellation of company registration, and announce the termination of the company. Article 34 The liquidation group is composed of investors, and shall exercise its functions and powers and undertake obligations in accordance with the Company Law and relevant laws and administrative regulations. Chapter IX Supplementary Provisions Article 35 The senior management of the company mentioned in the Articles of Association refers to the manager, deputy managers and financial officers. Article 36 The Articles of Association of the Company shall be interpreted by the investor (or the board of directors). In case of any conflict between the Articles of Association and laws and administrative regulations, the latter shall prevail. Article 37 The term "above" mentioned in the Articles of Association includes this number; "More than half" does not include this number. Article 38 Where a company modifies its articles of association according to needs or due to changes in its registered items, it shall report the modified articles of association to the original registration authority for the record. Article 39 The articles of association of the company shall be formulated by the investors. (or: formulated by the board of directors of the company and reported to the investor for approval). Seal of investor: Note: 1. Before the articles of association are formulated, the investors, directors, supervisors, senior managers and the company registration agents entrusted by the investors shall read the Company Law to understand their rights and obligations. 2. The model articles of association are drawn up by the company registration authority for the convenience of the company registration applicant, and are for the applicant's reference only, and are not compulsory. The applicant may independently formulate the articles of association according to law. 3. When the applicant draws lessons from the sample articles of association, except for the absolutely necessary matters stipulated in Article 25 of the Company Law, other clauses can be added or deleted according to the situation; The company can also modify the relevant provisions of the sample articles of association according to the situation and add any recorded items. However, the added clauses or revised contents shall not conflict with the mandatory provisions of the Company Law and other laws and administrative regulations. 4. If the sample articles of association are underlined, the applicant may adjust the relevant proportion or number of people according to the situation, but it shall not be lower than the proportion or number specified in the sample articles of association. V. Where brackets are added in the sample articles of association, you can choose according to the actual situation of the company, and then remove the brackets. If "notes" are added to the intransitive verb charter sample, it can be determined according to the actual situation of the company, and then the contents of "notes" are deleted.