The name of this foundation is Yili Public Welfare Foundation. second

The Foundation is a non-public offering foundation. essay

The purpose of the Foundation: to build a prosperous, civilized and harmonious society, adhere to the development concept of "green cycle", devote to environmental protection and desertification control, actively fulfill social responsibilities and promote the development of social welfare undertakings. Article 4

The original fund of the Foundation is RMB 20 million, which was donated by Mr. Wang Wenbiao and Yili Resources Group Co., Ltd. Article 5.

The registration authority of the Foundation is the Ministry of Civil Affairs of the People's Republic of China, and the business authority is the United Front Work Department of the Central Committee. Article 6

The registered place of the Foundation is Beijing. Article 7

Business scope of public welfare activities of the Foundation:

(a) Funding desertification control and ecological greening projects;

(two) funding environmental protection and energy conservation and emission reduction projects; (3) Supporting and helping farmers in poor areas; (4) donating money to run schools; (5) disaster relief; (6) Helping the socially disadvantaged groups; China Association for Science and Technology collects membership fees in accordance with relevant state regulations.

(seven) other public welfare undertakings in accordance with the provisions of the articles of association. Article 8

The foundation consists of five directors. The term of office of the directors of the foundation is 5 years, and they can be re-elected if they are re-elected. Article 9

Qualifications of directors: (1) Having full capacity for civil conduct; (2) People from all walks of life who are enthusiastic about public welfare undertakings; (3) Having made outstanding contributions to the prevention and control of desertification, environmental protection and infrastructure construction; (4) Being able to perform due diligence, ensuring that the use of donated property conforms to the wishes of the donors and the public welfare purpose of the Foundation, and ensuring the safety, preservation and appreciation of the Fund property; (5) Honesty and justice. Article 10

Selection and removal of directors: (1) The first board of directors shall be nominated by the competent business unit, major donors and promoters respectively and determined through consultation. (II) When the board of directors is reelected, the competent business unit, the board of directors and major donors * * * nominate candidates and organize a general election leading group to organize all candidates * * * to elect new directors. (3) The replacement or increase of directors shall be approved by the board of directors and reported to the competent business unit for examination and approval; (4) The results of election and recall of directors shall be reported to the registration authority for the record. (5) For a non-public offering foundation established with private property, it shall be indicated that the total number of directors of the foundation who are close relatives to each other shall not exceed 65,438+0/3 of the total number of directors; Other foundations shall indicate that those with close relatives shall not serve on the board of directors at the same time. Public offering foundations shall indicate that those who have close relatives shall not serve on the board of directors at the same time. The total number of foundation directors with close relatives shall not exceed 0/3 of the total number of 65438+. Article 11

Rights and obligations of directors: (1) the right to vote, the right to be elected and the right to vote; (two) the right to know, the right to suggest and the right to supervise; (three) to participate in the activities of this association; (four) abide by the articles of association and implement the resolutions of the Council; (five) to safeguard the legitimate rights and interests of the foundation; (six) to complete the work assigned by the foundation. Article 12

The decision-making body of the foundation is the Council. The Council shall exercise the following functions and powers: (1) to formulate and amend the articles of association; (two) to elect and recall the chairman, vice chairman and secretary general; (3) Deciding on plans for major business activities, including plans for fund raising, management and use; (4) Annual budget and final accounts; (five) to formulate internal management system; (6) Deciding to set up offices, branches and representative offices; (seven) to decide on the appointment of the principal responsible persons of various institutions nominated by the chairman; (eight) to listen to and consider the work report of the Secretary-General and inspect the work of the Secretary-General; (9) To decide on the division, merger or termination of the foundation; (10) To decide on other major matters. Article 13

The Council shall meet at least twice a year. The meeting of the board of directors shall be convened and presided over by the chairman. There are13 directors who propose that a board meeting must be held. If the chairman is unable to convene the meeting, the proposing director may elect the convener. When convening a board meeting, the chairman or convener shall notify all directors and supervisors five days in advance. Article 14

Board meetings can only be held when more than two thirds of the directors are present; The resolution of the board of directors shall be valid only if it is approved by more than half of the directors present. Resolutions on the following important matters shall be valid only after voting by the directors present and passing by more than two thirds: (1) amending the Articles of Association; (two) to elect or recall the chairman, vice chairman and secretary general; (3) Major investment and fund-raising activities as stipulated in the articles of association; (4) Division and merger of foundations. Article 15

Minutes of meetings of the Council shall be made. Where a resolution is made, minutes shall be made on the spot, which shall be reviewed and signed by the directors present at the meeting. If the resolution of the board of directors violates laws, regulations or articles of association and causes losses to the foundation, the directors who participated in the resolution shall bear the responsibility. However, if it is proved that the director opposed the voting and recorded it in the minutes of the meeting, he may be exempted from liability. Article 16

The foundation has three supervisors. The term of office of the supervisor is 5 years, and may be re-elected at the expiration of the term. Article 17

Directors of the foundation, close relatives of directors and accountants shall not serve as supervisors. Article 18

Generation and removal of supervisors: supervisors are selected by major donors and competent business units respectively; The registration authority shall select according to the needs of the work; The replacement of supervisors shall conform to their production procedures. Article 19

Rights and obligations of supervisors: The supervisors shall check the financial and accounting materials of the Foundation according to the procedures stipulated in the Articles of Association, and supervise the compliance of the Board of Directors with laws and articles of association. The supervisor has the right to raise questions and suggestions to the board of directors, and report the situation to the registration authority, the competent business unit and the competent tax and accounting departments. Supervisors shall abide by relevant laws and regulations and the articles of association of the Foundation and faithfully perform their duties. Article 20

Directors receiving remuneration from the Foundation shall not exceed 1/3 of the total number of directors. Supervisors and directors who do not hold full-time positions in the foundation shall not receive remuneration from the foundation. Article 21

The directors of the foundation shall not participate in the decision-making of related matters when their personal interests are related to the interests of the foundation; Directors, supervisors and their close relatives of the Foundation shall not engage in any transactions with the Foundation. Article 22

The Council shall have a chairman, a vice-chairman and a secretary-general, who shall be elected from among the directors. Article 23

The chairman, vice-chairman and secretary-general of the foundation must meet the following conditions: (1) having great influence in the business field of the foundation; (2) The maximum working age is no more than 70 years old, and the Secretary-General is full-time; (3) Being in good health and able to stick to normal work; (4) Having full capacity for civil conduct. Article 24

A person under any of the following circumstances cannot serve as the chairman, vice-chairman or secretary-general of the foundation: (1) He belongs to the current national staff; (2) Being sentenced to public surveillance, criminal detention or fixed-term imprisonment for a crime, and the execution has not been completed for more than five years; (3) Being sentenced to deprivation of political rights due to a crime, being executed or being sentenced to deprivation of political rights; (4) Being the chairman, vice-chairman or secretary-general of a foundation whose registration has been cancelled due to violation of laws, and being personally responsible for the illegal acts of the foundation, and less than five years have passed since the date of cancellation of the foundation. Article 25

The term of office of the chairman, vice-chairman and secretary-general of the Foundation is 5 years, with no more than two consecutive terms. If it is necessary to be re-elected for more than the last term due to special circumstances, it shall be approved by the special procedures of the Council, reported to the competent business unit for review, and approved by the registration authority before taking office. Article 26

The chairman of the foundation is the legal representative of the foundation. The legal representative of the foundation shall not concurrently serve as the legal representative of other organizations. The legal representative of the Foundation shall be a resident of Chinese mainland. During the term of office of the legal representative of the Foundation, if the Foundation violates the Regulations on the Administration of Foundations and the Articles of Association, the legal representative shall bear relevant responsibilities. If the legal representative neglects his duty, resulting in illegal acts or property losses of the Foundation, the legal representative shall bear personal responsibility. Article 27

The chairman of the foundation shall exercise the following functions and powers: (1) to convene and preside over board meetings; (two) to check the implementation of the resolutions of the Council; Signing important documents on behalf of the Foundation; (four) to preside over the daily work and organize the implementation of the resolutions of the Council; (five) to propose the appointment or dismissal of the Deputy Secretary General and the person in charge of finance, which shall be decided by the Council; (six) to propose the appointment or dismissal of the principal responsible persons of various institutions, which shall be decided by the Council; (seven) to decide on the employment of full-time staff in various institutions; (8) Other functions and powers entrusted by the articles of association and the Council. Article 28

The vice-chairman and secretary-general of the foundation work under the leadership of the chairman, and the secretary-general exercises the following functions and powers: (1) organizing and implementing the annual public welfare activity plan of the foundation; (two) to formulate plans for raising, managing and using funds; (3) To formulate internal management rules and regulations of the Foundation and submit them to the Council for approval; (4) Coordinating the work of various institutions; (5) The articles of association and other powers granted by the board of directors. Article 29

The foundation is a non-public offering foundation, and its income comes from the original fund investment of Mr. Wang Wenbiao and Yili Resources Group Co., Ltd.; Income donated by shareholders, subordinate enterprises and employees of Yili Resources Group Co., Ltd.; Voluntary donations from natural persons, legal persons or other organizations; Income from the operation and disposal of the Foundation's assets; Other lawful income. Article 30

The foundation shall abide by laws and regulations when accepting donations, and conform to the purpose stipulated in the articles of association and the business scope of public welfare activities. Article 31

The property and other income of the foundation shall be protected by law, and no unit or individual may occupy, privately divide or misappropriate it. Article 32

The foundation uses the property in accordance with the purpose stipulated in the articles of association and the business scope of public welfare activities; The donation agreement stipulates the specific purpose of the donation and shall be used in accordance with the provisions of the donation agreement. When the donated materials cannot be used for the purpose of the foundation, the foundation can auction or sell them according to law, and the income will be used for the purpose of donation. Article 33

The property of the foundation is mainly used for: (1) charitable donations; (2) Bonuses with established awards; (three) to provide financial support for public welfare research projects; (four) to carry out other charitable activities. Article 34

The main investment activities of the foundation refer to: annual investment plan; Investment activities with a one-time investment of more than 8 million yuan; Other investment activities that the Council considers to have a significant impact on the Foundation. The main support of the foundation refers to: the annual support plan; Funding activities with a one-time investment of more than 5 million yuan; Other funded activities that the Council considers to have a significant impact on the Foundation. Article 35

The Foundation shall maintain and increase the value of the Fund in accordance with the principles of legality, safety and effectiveness. Article 36

The annual expenditure of the foundation for engaging in public welfare undertakings as stipulated in the articles of association shall not be less than 8% of the fund balance of the previous year. The salary, welfare and administrative expenses of the staff of the Foundation shall not exceed 65,438+00% of the total expenditure of that year. Article 37

When the foundation carries out public welfare funded projects, it shall disclose the types of public welfare funded projects and the application and evaluation procedures. Article 38

Donors have the right to inquire about the use and management of donated property from the Foundation, and put forward opinions and suggestions. The foundation shall give a timely and true answer to the donor's inquiry. If the foundation uses the donated property in violation of the donation agreement, the donor has the right to require the foundation to abide by the donation agreement or apply to the people's court to cancel the donation or terminate the donation agreement. Article 39

The foundation can sign an agreement with the recipients to stipulate the way of funding, the amount of funding, the use of funds and the way of use. The foundation has the right to supervise the use of funds. If the recipient fails to use the grant as agreed or violates the agreement, the Foundation has the right to terminate the grant agreement. Article 40

The foundation shall implement the unified national accounting system, conduct accounting according to law, establish and improve the internal accounting supervision system, and ensure the legality, truthfulness, accuracy and completeness of accounting data. The Foundation accepts the tax supervision and accounting supervision implemented by the competent tax and accounting departments according to law. Article 41

The foundation is equipped with accountants with professional qualifications. Accounting personnel shall not concurrently serve as cashiers. When an accountant transfers his job or leaves his post, he must go through the handover procedures with the recipient. Article 42

The fiscal year of the foundation is 65438+ 10 1 to 65438+February 3 1. Before March 3 1 every year, the board of directors will consider and approve the following matters: (1) the business report and final accounts of the fund for the previous year; (2) Annual business plan and budget; (3) list of property. Article 43

The annual inspection, change, change of legal representative and liquidation of the foundation shall be subject to financial audit. Article 44

The Foundation shall accept the annual audit and inspection organized by the registration authority in accordance with the Regulations on the Administration of Foundations. Article 45

After passing the annual inspection by the registration authority, the Foundation will publish the annual work report in the media designated by the registration authority, and accept public inquiries and supervision. Article 46

With the approval of the board of directors, we hired a well-known domestic audit institution to provide annual free public audit for the foundation to enhance its credibility. Article 47

In any of the following circumstances, the foundation shall be terminated: completing the purpose stipulated in the articles of association; (2) The Board of Directors terminates the activities of the Foundation; (three) unable to continue to engage in public welfare activities in accordance with the purposes stipulated in the articles of association; (4) Division or merger of foundations; (5) Other circumstances stipulated by law. Article 48

The termination of the foundation shall be reported to the competent business unit for approval within 15 days after the vote of the board of directors. Apply to the registration authority for cancellation of registration within 15 days after the approval of the competent business unit. Article 49

Before the cancellation of registration, the foundation shall set up a liquidation organization under the guidance of the registration authority and the competent business unit to complete the liquidation work. The foundation shall cancel the registration with the registration authority within 15 days from the date of liquidation; Activities other than liquidation shall not be carried out during the liquidation period. Article 50 The remaining property after the cancellation of the foundation shall be used for public welfare undertakings under the supervision of the competent business unit and the registration authority according to the resolution of the board of directors; If it cannot be handled in accordance with the resolution of the Council, the registration authority shall donate to the social welfare organizations with the same nature and purpose as the foundation, and make an announcement to the public. Article 51

The sponsors may propose to change the name of the foundation and submit it to the board of directors for voting. Article 52

Any modification of the Articles of Association shall be reported to the competent business unit for approval within 15 days after the approval of the board of directors. After the examination and approval by the competent business unit, it shall be reported to the registration authority for approval. Article 53

The Articles of Association was adopted at the second meeting of the first Council on February 23, 20 12. Article 54

The right to interpret the Articles of Association belongs to the Foundation Council. Article 55

The Articles of Association shall come into force as of the date of approval by the registration authority.