article 1 the articles of association are formulated in accordance with the law of the people's Republic of China on farmers' professional cooperatives and relevant laws, regulations and policies in order to protect the legitimate rights and interests of members, increase their income and promote the development of this cooperative.

article 2 this cooperative was initiated by * * * * * * and other people, and its establishment meeting was held on * * * * *.

name of the agency: * * * * * * * * Professional Sheep Cooperative. Total contribution of members: * * * ten thousand yuan. In which * * contributed RMB * * million in currency (or * *), and * * * contributed RMB * * million in currency (or * * *) ...

Address of this agency: * * * * * * * * *, postal code: * * * * * * *.

article 3 this cooperative aims at serving its members and seeking the common interests of all its members. Members join the cooperative voluntarily, quit freely, have equal status, manage democratically, operate independently, be responsible for their own profits and losses, enjoy the benefits and bear the risks.

Article 4 The cooperative mainly serves its members. Its main business scope is as follows:

(1) Organizing the procurement and supply of feed required by members for raising sheep;

(2) organizing the purchase and sale of mutton sheep raised by members;

(3) Introduce new varieties of mutton sheep and new breeding technologies for members, and provide technical training, technical exchange and consulting services for members.

article 5 this cooperative enjoys the right to possess, use and dispose of the property formed by members' contributions, provident fund, direct subsidies from the state finance, donations from others and other legally acquired assets, and is liable for debts with the above-mentioned property.

article 6 the provident fund withdrawn by this cooperative every year shall be quantified as each member's share in proportion to the business transaction volume (amount) and capital contribution between members and this cooperative. The property formed by direct state financial subsidies and donations from others is quantified as the share of each member, which is one of the bases for the distribution of distributable surplus.

this agency sets up a personal account for each member, which mainly records the amount of the member's contribution, the share of the member's provident fund and the business transaction volume (amount) between this member and this agency.

the members of this cooperative are liable to this cooperative to the extent of the capital contribution and share of provident fund recorded in their personal accounts.

article 7 after discussion and approval by the general meeting of members, the cooperative will invest in establishing economic entities related to its business contents; Accept the entrustment of units related to the agency's business and handle intermediary services such as purchasing and selling on a commission basis; Apply to or accept the entrustment of the relevant government departments to organize and implement the construction projects supported by the state to develop agriculture and rural economy.

Article 8 The cooperative and all its members shall abide by social morality and business ethics and carry out production and business activities according to law.

chapter ii membership

article 9 citizens with civil capacity who are engaged in sheep production and operation, can use and accept the services provided by this cooperative, recognize and abide by the articles of association, and fulfill the procedures for joining this cooperative, may apply to become members of this cooperative. The agency accepts enterprises, institutions or social organizations engaged in production and business activities directly related to the agency's business as group members, and units with the function of managing public affairs may not join the agency. Among the members of this cooperative, farmers account for at least 8% of the total members.

article 1 anyone who meets the provisions of the preceding article and submits a written application for membership to the board of directors of this cooperative, which is reviewed and discussed by the general meeting or the board of directors, becomes a member of this cooperative.

Article 11 Rights of members of this cooperative:

(1) Attend the general meeting of members and enjoy the right to vote, vote and stand for election;

(2) using the services and production and operation facilities provided by this cooperative;

(3) share the surplus of the cooperative according to the provisions of the Articles of Association or the resolutions of the general meeting of members;

(4) to consult the articles of association, membership roster, minutes of general meetings, resolutions of board meetings, resolutions of board meetings, financial and accounting reports and accounting books;

(5) to raise questions, criticisms and suggestions on the work of this cooperative;

(6) proposing to convene an interim general meeting of members;

(7) to make a declaration of resignation freely, and to resign from the cooperative in accordance with the provisions of the Articles of Association;

(8) Other rights of the members to agree on the resolution by consensus.

article 12 the election and voting of the members' general meeting of this cooperative shall be carried out under the system of one person, one vote, and each member shall have one basic vote.

a member whose capital contribution accounts for more than 1% of the total capital contribution of the members of the cooperative or whose business transaction volume (amount) accounts for more than 1% of the total transaction volume (amount) of the cooperative shall enjoy at most two additional voting rights in the decision-making of major issues of the cooperative. The members who enjoy additional voting rights and the number of additional voting rights they enjoy shall be informed to the members present at each general meeting.

Article 13 Obligations of members of this cooperative:

(1) Abide by the articles of association and various rules and regulations of this cooperative, and implement the resolutions of the general meeting and the Council;

(2) make capital contributions to the cooperative in accordance with the articles of association;

(3) Take an active part in various business activities of this cooperative, accept the technical guidance provided by this cooperative, engage in production according to the quality standards and production technical regulations stipulated by this cooperative, fulfill the business contract signed with this cooperative, carry forward the spirit of mutual assistance and cooperation, and seek common development;

(4) to safeguard the interests of the cooperative, take good care of the production and operation facilities, and protect the property of the members of the cooperative;

(5) Do not engage in activities that harm the interests of the members of this cooperative;

(6) The creditor's rights owned by the creditor to the cooperative or other members of the cooperative shall not be used to offset the subscribed or subscribed but unpaid capital contribution; Shall not offset its debts to the cooperative or other members of the cooperative with the amount of capital contribution already paid;

(7) bear the losses of the cooperative;

(8) Other obligations agreed by members.

Article 14 A member's membership shall be terminated under any of the following circumstances:

(1) He voluntarily requests to leave the club;

(2) losing the capacity for civil conduct;

(3) dead;

(4) The enterprise or organization to which the group members belong goes bankrupt or is dissolved;

(5) being removed from the cooperative.

Article 15 A member who wants to quit the club must submit a written statement to the Council three months before the end of the fiscal year before going through the formalities of quitting the club; Among them, if a group member quits the club, it must be put forward six months before the end of the fiscal year. The membership of the retiring member shall be terminated at the end of the fiscal year. The members whose qualifications are terminated shall share the losses and debts of the agency before the termination of qualifications.

if the membership is terminated, the amount of capital contribution and the share of provident fund recorded in the member's account shall be returned within 3 months after the final accounts of the fiscal year. If the cooperative has operating surplus, it shall return its corresponding surplus income in accordance with the provisions of the Articles of Association; In case of operating losses, the amount of losses to be shared shall be deducted.

The business contract concluded between a member and the cooperative before his/her qualification is terminated shall continue to be performed.

Article 16 If a member dies and his/her legal heir meets the conditions stipulated by the law and the Articles of Association, he/she shall apply for joining the cooperative within one month, and go through the formalities of joining the cooperative after being discussed and approved by the general meeting of members or the Council, and inherit the creditor's rights and debts of the decedent and the cooperative. Otherwise, in accordance with the provisions of article fifteenth for withdrawal procedures.

Article 17 A member shall be removed from the membership after discussion and approval by the general meeting of members or the board of directors:

(1) Failing to fulfill his obligations as a member and being ineffective through education;

(2) causing serious damage to the reputation or interests of the cooperative;

(3) Other circumstances in which members * * * unanimously decide;

The Society will return the capital contribution and share of the provident fund recorded in the account of the member who has been removed from the list, settle the debts he should bear and return the corresponding surplus income. Because of the second item of the preceding paragraph, the company shall make corresponding compensation.

chapter iii organization

article 18 the general meeting of members is the highest authority of the cooperative and consists of all members.

The general meeting of members shall exercise the following functions and powers:

(1) To review and amend the articles of association and various rules and regulations of the cooperative;

(2) to elect and recall the chairman, directors, supervisors and supervisors;

(3) to decide the standard of contribution of members and increase or decrease the contribution;

(4) to review the development plan and annual business plan of the cooperative;

(5) to examine and approve the annual financial budget and final accounts;

(6) to examine and approve the annual surplus distribution plan and loss treatment plan;

(7) to examine and approve the annual business report submitted by the board of directors and the board of supervisors;

(8) deciding on major property disposal, foreign investment, foreign guarantee and other major matters in production and business activities;

(9) To make resolutions on merger, division, dissolution, liquidation and external association;

(1) to decide on the number, qualifications, remuneration and term of office of business management personnel and professional and technical personnel to be employed;

(11) to listen to the report of the chairman of the board of directors or the Council on the change of members;

(12) decide on other important matters.

article 19 this cooperative holds a general meeting of its members every year, which is convened by the chairman or the board of directors, and the contents of the meeting are notified to all members fifteen days in advance.

Article 2 Under any of the following circumstances, the Society will convene an interim general meeting of its members within 2 days:

(1) More than 3% of its members propose;

(2) the proposal of the board of supervisors;

(3) the proposal of the Council;

(iv) Other circumstances in which members * * * unanimously decide

If the chairman or the board of directors fails to perform or fails to perform its duties within the prescribed time limit without justifiable reasons, the board of supervisors shall convene and preside over the interim members' meeting within 1 days.

Article 21 The general meeting of members shall be held only when more than two thirds of the total members of the cooperative are present. If a member is unable to attend the general meeting for some reason, he may entrust other members to act as agents in writing. A member can only vote for two members at most.

the election or resolution of the general meeting of members must be passed by more than half of the total voting rights of the members of the cooperative; Resolutions on major issues such as amending the articles of association of this cooperative, changing the standard of members' capital contribution, increasing or decreasing members' capital contribution, merger, division, dissolution, liquidation and external alliance must be passed by more than two-thirds of the total voting rights of members.

article 22 the cooperative shall have a chairman who shall be the legal representative of the cooperative. The term of office of the chairman is 3 years and can be re-elected.

(1) to take charge of the production and operation of the cooperative and organize the implementation of the resolutions of the Council;

(2) organizing the implementation of the annual production and operation plan and investment plan;

(3) to formulate the management system;

(4) proposing the appointment or dismissal of financial accounting personnel and other management personnel;

(5) to appoint or dismiss management personnel and other staff except those who should be appointed or dismissed by the board of directors;

(6) Other functions and powers granted by the Council;

the chairman or director of this cooperative may concurrently serve as the manager.

The chairman of the board exercises the following functions and powers:

(1) Presiding over the general meeting of members, and convening and presiding over the meetings of the board of directors;

(2) signing the capital contribution certificates of the members of the cooperative;

(3) signing the letter of appointment or dismissal of the manager, financial and accounting personnel and other professional and technical personnel of the cooperative;

(4) organizing the implementation of the resolutions of the general meeting of members and the Council, and checking the implementation of the resolutions;

(5) Signing contracts on behalf of the cooperative;

(6) to perform other functions and powers granted by the general meeting of members;

article 23 the cooperative shall have a board of directors, which shall be responsible to the general meeting of members and shall be composed of three members. The term of office of members of the Council is 3 years, and they can be re-elected.

The Board of Directors shall exercise the following functions and powers:

(1) Organize and convene a general meeting of members, report its work and implement the resolutions of the general meeting;

(2) to formulate the development plan, annual business plan and internal management rules and regulations of this cooperative and submit them to the general meeting for deliberation;

(3) to formulate the annual financial budget and final accounts, surplus distribution and loss compensation plans, and submit them to the general meeting for deliberation;

(4) organizing member training and various collaborative activities;

(5) to manage the assets and finance of the cooperative and ensure the property safety of the cooperative;

(6) to accept, handle and answer relevant questions and suggestions raised by the board of supervisors; ;

(7) to decide on the appointment or dismissal of the manager, financial and accounting personnel and other professional and technical personnel of the cooperative;

(8) to perform other functions and powers authorized by the general meeting of members.

Article 24 The voting at the meeting of the board of directors shall be carried out by one person, one vote. Major issues are discussed collectively, and decisions can only be made with the consent of more than two thirds of the directors. When individual directors have different opinions on a resolution, their opinions shall be recorded in the minutes of the meeting and signed. The chairman of the board of directors and the manager are invited to attend the meeting, and those who attend have no voting rights.

article 25 the cooperative shall have an executive supervisor, who shall supervise and inspect the work of the chairman and staff on behalf of all members. the term of office of the executive supervisor is three years, and he may be re-elected.

Article 26 The manager of this cooperative is appointed or dismissed by the board of directors or the chairman of the board of directors, and is responsible to the board of directors or the chairman of the board of directors, and exercises the following functions and powers:

(1) Presiding over the production and operation of this cooperative and organizing the implementation of the resolutions of the board of directors;

(2) organizing the implementation of the annual production and operation plan and investment plan;

(3) to formulate the management system;

(4) proposing the appointment or dismissal of financial accounting personnel and other management personnel;

(5) to appoint or dismiss management personnel and other staff members other than those who should be appointed or dismissed by the board of directors;

(6) Other functions and powers granted by the Council;

the chairman or director of this cooperative may concurrently serve as the manager.

article 27 the current chairman and management personnel of this cooperative shall not concurrently serve as supervisors.

Article 28 The chairman, directors and managers of this cooperative shall not commit any of the following acts:

(1) Occupy, misappropriate or privately divide the assets of this cooperative;

(2) in violation of the articles of association or without the consent of the general meeting of members, lending the funds of the cooperative to others or providing guarantees for others with the assets of the cooperative;

(3) accept the commission of others dealing with this agency as your own;

(4) engaging in other activities that harm the economic interests of the cooperative;

(5) concurrently serving as the chairman, director, supervisor and manager of other farmers' professional cooperatives with the same business nature.

the income earned by the chairman, directors and managers in violation of the provisions of items (1) to (4) of the preceding paragraph shall be owned by the cooperative; If losses are caused to the agency, it shall be liable for compensation.

chapter iv financial management

article 29 this cooperative implements independent financial management and accounting, and verifies the costs and expenses in the process of production, operation and management services in strict accordance with the financial system and accounting system of farmers' professional cooperatives formulated by the financial department of the State Council.

article 3 this cooperative shall, in accordance with relevant laws, administrative regulations and provisions of relevant government departments, establish and improve its financial and accounting systems, and implement a system of regular financial disclosure every six months.

the accountants of this cooperative should hold the qualification certificate of accounting, and the accountants and cashiers do not hold concurrent positions. Members of the board of directors and the board of supervisors and their immediate family members shall not serve as accountants of the agency.

article 31 the real names of all business transactions between members and the cooperative are recorded in the personal accounts of each member as the basis for the distribution of distributable surplus according to the transaction volume (amount). All business transactions between non-members who use the services provided by this agency and this agency shall be accounted for separately.

at the end of the thirty-second fiscal year, the chairman of the board of directors shall organize the preparation of the annual business report, surplus distribution plan, loss treatment plan and financial accounting report of the cooperative in accordance with the provisions of the Articles of Association, which shall be approved by the supervisor.