Chongqing Machinery & Electric Co., Ltd. (Chongqing M&E) has published an extensively revised Articles of Association, marking the fourteenth amendment since the company’s 2007 establishment. The document consolidates all prior revisions and sets out the current corporate framework, capital structure and governance mechanisms. Key takeaways are as follows:

Strategic Positioning and Business Scope • Chongqing M&E reiterates its objective of building “a world-class equipment manufacturing conglomerate” and confirms a broad business scope ranging from power generation and transmission to high-tech consulting, IoT services and renewable-energy technologies. • The company underscores its commitment to integrating Communist Party oversight into corporate governance, including a Party Committee and Discipline Inspection Committee embedded in management processes.

Registered Capital and Share Structure • Registered capital stands at RMB 3.68 billion, divided into 3,684.64 million ordinary shares with a par value of RMB 1 each. • Share mix: 2,584.45 million domestic shares (70.14%) and 1,100.19 million H shares (29.86%). • All shares are fully transferable; H shares are traded in Hong Kong and may also be represented by American depositary receipts if listed in the U.S.

Corporate Governance Highlights • Board of Directors: 11 members, with at least half serving as external directors and not less than one-third as independent non-executive directors. The chairman is elected by a simple majority of the Board for a three-year term. • Audit Committee: replaces the former Supervisory Committee, comprises at least three non-executive directors (majority independent) and assumes statutory supervisory duties. • Secretary to the Board is designated as a senior executive; simultaneous service by controlling-shareholder executives is prohibited. • Management: one general manager plus several deputies; controlling-shareholder executives cannot concurrently serve as general manager, deputy general manager, CFO, marketing director or Board secretary.

Shareholder Rights and Major-Matter Approvals • Ordinary resolutions require >50 % approval; special resolutions, including amendments to the Articles, capital changes, major asset sales (>30 % of total assets) and significant guarantees, require ≥66 % approval. • Guarantees exceeding 30 % of audited total assets, single guarantees above 10 % of net assets, or any guarantee for shareholders/de-facto controllers must be approved at a shareholders’ meeting.

Capital Management and Dividends • The Board may repurchase up to 5 % of shares for employee incentives, funded from post-tax profits, with repurchased shares to be transferred within one year. • Annual profit distribution: at least 10 % of after-tax profit allocated to statutory surplus reserve until it reaches 50 % of registered capital. Remaining profits may be distributed as cash or stock dividends, to be paid within two months of shareholder approval. • Interim dividends may be declared under shareholder-authorized Board resolutions.

Financial Reporting and Audit • Financial statements are prepared under PRC GAAP and either IFRS or Hong Kong accounting standards; if discrepancies arise, the lower profit figure governs distributions. • Results disclosure frequency: interim report within two months of half-year end; annual report within three months of fiscal year-end. • An independent, PRC-qualified audit firm is appointed annually by shareholders; the firm enjoys unrestricted access to corporate records and attends shareholder meetings.

Corporate Actions and Liquidation Procedures • Detailed protocols govern mergers, demergers, capital reductions and liquidations, including mandatory creditor notifications and adherence to PRC law. • Upon dissolution, directors form a liquidation committee unless otherwise appointed by a court; remaining assets are distributed to shareholders after debt settlement.

The updated Articles become effective upon completion of the ongoing regulatory filing process and supersede all previous versions. They provide a comprehensive framework aimed at reinforcing Chongqing M&E’s compliance, transparency and strategic governance as it pursues domestic and international growth.