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Articles of Association of Venture Capital Professional Committee of China Investment Association
Chapter I General Principles

Article 1 Name: Venture Capital Committee of China Investment Association (hereinafter referred to as China Venture Capital Committee). English name: China Venture Capital Association (CVCA).

Article 2 Nature of China Venture Capital Committee: China Venture Capital Committee is a national venture capital industry association approved by the National Development and Reform Commission and registered by the Ministry of Civil Affairs, in which venture capital enterprises, venture capital intermediaries and consulting services, relevant research institutions, qualified experts, scholars and practitioners voluntarily participate. The National Development and Reform Commission is the business guidance department of China Venture Capital Committee.

Article 3 The purpose of China Venture Capital Committee: to publicize and implement national policies and regulations on venture capital, study major theoretical and practical issues in the field of venture capital, train professionals in venture capital industry, strengthen industry norms and self-discipline management of venture capital, protect the legitimate rights and interests of venture investors, build bridges and ties between venture capital enterprises and government departments, venture capital enterprises and projects, and promote the sustained, healthy and rapid development of venture capital industry in China.

Article 4 China Venture Capital Committee Address: Room 65438 16 17, SDIC Building, No.7 Fuwai Street, Xicheng District, Beijing.

Chapter II Scope of Business

Article 5 The business scope of China Venture Capital Committee:

(a) to study various problems in the development of venture capital industry and provide technical support for members to carry out venture capital business;

(two) to formulate rules and regulations and implement industry self-discipline;

(three) on behalf of the interests of the industry, put forward various policies and legal suggestions to the government;

(4) Holding various exchange activities to promote cooperation among venture capital enterprises and between venture capital enterprises and other related industries;

(five) as a platform and window for the foreign exchange of venture capital industry in China, contact overseas venture capital industry associations and venture capital institutions;

(six) collect and sort out the relevant information of venture capital industry, regularly publish venture capital reports, publish and distribute professional journals of venture capital, establish professional websites of venture capital, and strengthen information exchange among members;

(seven) training professionals in the venture capital industry;

(eight) other business assigned and approved by the government.

Chapter III Members

Article 6 China Venture Capital Committee consists of unit members and individual members; China Venture Capital Committee is an ex-officio member of China Investment Association.

Article 7 To apply for joining the China Venture Capital Committee, the following conditions must be met:

(1) Supporting the articles of association of China Venture Capital Committee;

(two) voluntarily apply to join the China Venture Capital Committee;

(three) the members of the unit include venture capital enterprises, venture capital management institutions and other relevant investors, as well as relevant intermediary service institutions and research institutions active in the field of venture capital;

(four) individual members are members of the above-mentioned units and successful leaders and well-known experts and scholars in venture capital research, teaching, media and other institutions.

Article 8 The membership procedure is as follows:

(a) to submit an application for joining the China Venture Capital Committee, a copy of the business license and the basic information of the unit;

(two) after passing the inspection, submit it to the Standing Committee of China Venture Capital Committee for confirmation;

(3) The membership card shall be issued by the Council or an organization authorized by the Council.

Article 9 Members shall enjoy the following rights:

(a) to attend the general meeting of members of China Venture Capital Committee and exercise the right to vote, to be elected and to vote;

(two) to participate in various activities organized by China Venture Capital Committee;

(three) the priority of obtaining the services of China Venture Capital Committee;

(four) have the right to criticize and supervise the work of China Venture Capital Committee;

(5) Freedom of voluntary membership and withdrawal;

(six) other rights stipulated in the resolution of the general meeting of China Venture Capital Committee.

Article 10 Members shall perform the following obligations:

(1) Abide by the articles of association of China Venture Capital Committee and implement the resolutions of China Venture Capital Committee;

(two) to safeguard the legitimate rights and interests of China Venture Capital Committee;

(three) to complete the work assigned by China Venture Capital Committee;

(4) Caring for and supporting the work of China Venture Capital Committee, participating in various activities of China Venture Capital Committee, and providing relevant materials required by China Venture Capital Committee to perform its duties;

(five) to pay membership fees in accordance with the provisions;

(six) report to the China Venture Capital Committee and provide relevant information needed by the China Venture Capital Committee;

(seven) other obligations stipulated in the resolution of the general meeting of China Venture Capital Committee.

Eleventh members who withdraw from the meeting shall notify the China Venture Capital Committee in writing and return their membership cards. If a member fails to pay the membership fee for one year or does not participate in the activities of China Venture Capital Committee for no reason, it will be deemed as automatic withdrawal.

Twelfth members who seriously violate the articles of association of China Venture Capital Committee shall be removed from the list after deliberation and voting by the Standing Council of China Venture Capital Committee.

Chapter IV Creation and Dismissal of Organizational Structure and Person in Charge

I. General Meeting of Members

Thirteenth China Venture Capital Committee's highest authority is the general meeting of members. The general meeting of members consists of all members, and each member has one vote. The functions and powers of the General Assembly are:

(a) to formulate and amend the articles of association of China Venture Capital Committee;

(two) to elect and recall the directors of China Venture Capital Committee;

(3) Review the work report and financial report of the Board of Directors of China Venture Capital Committee;

(4) To consider the termination of China Venture Capital Committee;

(five) to consider other matters that need to be decided by the general assembly.

Article 14 The general meeting of members shall be held every year 1 time. Upon the proposal of the board of directors or members above 1/3, an extraordinary general meeting of shareholders may be convened.

Article 15 A general meeting of members shall be held only when more than two thirds of the members are present, and its resolutions shall take effect only when more than half of the members are present.

Article 16 The general meeting of members shall be held every four years. If it needs to be held in advance or postponed due to special circumstances, it shall be approved by the Council, reported to the Business Guidance Department of the National Development and Reform Commission for review, and reported to the Ministry of Civil Affairs for approval. However, the longest extension shall not exceed 1 year.

Two. council

Article 17 The board of directors of China Venture Capital Committee is the executive body of the general meeting of China Venture Capital Committee, which leads the China Venture Capital Committee to carry out its work when the general meeting is not in session and is responsible for the general meeting.

Article 18 Requirements for being a director:

(a) with 1 year or above (including 1 year) of venture capital or related experience;

(two) the business performance is good, and it has certain influence in the province;

(3) Actively participate in board meetings.

Article 19 The functions and powers of the Council are:

(1) Preparing for convening a general meeting of members;

(two) to report the work and financial situation to the general assembly;

(three) to implement the resolutions of the general assembly;

(four) to elect and recall the president, executive vice president, vice president, secretary general and executive director, and employ honorary president, specially invited executive director and consultant;

(five) to decide to absorb or recall members;

(6) Deciding to establish offices, branches, representative offices and entities;

(seven) to decide the appointment and removal of the Deputy Secretary General and the principal responsible persons of various institutions;

(eight) to lead the institutions of China Venture Capital Committee to carry out their work;

(nine) to formulate the internal management system of China Venture Capital Committee;

(10) To decide on other major issues that need to be deliberated and adopted by the Council.

Article 20 The board of directors of China Venture Capital Committee shall meet at least once a year; In case of special circumstances, it can be held by communication.

Article 21 The meeting of the board of directors of China Venture Capital Committee can only be held when more than two thirds of the directors are present, and its resolution can only take effect when more than half of the directors are present.

Three. permanent council

Article 22 The China Venture Capital Committee shall establish a standing council. When the Council is not in session, the Standing Council shall exercise its duties and be responsible to the Council.

Article 23 The conditions for an executive director are as follows:

(a) with more than 2 years (including 2 years) of venture capital or related experience;

(two) outstanding business performance, has a certain popularity and influence in the venture capital industry in China;

(three) actively attend the meeting of the Standing Council.

Article 24 In principle, the Standing Council shall hold a meeting every quarter. In case of special circumstances, it can be held by communication.

Twenty-fifth meetings of the Standing Council can only be held when more than two-thirds of the executive directors are present, and its resolutions can only take effect when more than half of the executive directors present vote.

Article 26 The term of office of the Standing Council is 4 years. If it is necessary to advance or postpone the general election due to special circumstances, it must be approved by China Investment Association, and the longest extension of the general election shall not exceed 1 year.

Four. President, executive vice president, co-president, vice president, and secretary general.

Article 27 The president, executive vice president, co-president, vice president and secretary general of China Venture Capital Committee must meet the following conditions:

(a) familiar with the investment and financing business, which has great influence in this field;

(2) Being in good health and able to stick to normal work;

(3) It has not been subjected to criminal punishment of deprivation of political rights;

(4) Having full capacity for civil conduct.

Article 28 The term of office of the President, Executive Vice President, Vice President and Secretary General of China Venture Capital Committee shall be four years, and the longest term shall not exceed two terms. If it is necessary to extend the term of office due to special circumstances, it shall be approved by more than two-thirds of the directors of the board of directors and approved by the China Investment Association before taking office.

Article 29 The President of China Venture Capital Committee shall exercise the following functions and powers:

(a) to convene and preside over the Council and the Standing Council;

(two) to check the implementation of the resolutions of the Council and the Standing Council;

(3) Signing relevant important documents on behalf of China Venture Capital Committee.

Article 30 The executive vice president and vice president of China Venture Capital Committee shall assist the president in his work. If the president is unable to perform his duties for some reason, the executive vice president shall perform his duties on his behalf.

Article 31 The rights and interests of the co-chairmen of China Venture Capital Committee are the same as those of the vice-chairmen, and they are generated from the most influential and representative vice-chairmen in the industry. The main responsibilities of the co-chairs are:

(a) to study major strategic and policy issues related to the development of venture capital industry;

(2) Representing China Venture Capital Committee in relevant international and domestic activities;

(three) to make suggestions or reports on major decision-making matters of China Venture Capital Committee.

Article 32 The Secretary General of China Venture Capital Committee shall exercise the following functions and powers:

(a) to preside over the daily work of the Secretariat and organize the implementation of the annual work plan;

(two) to nominate the deputy secretary general and the principal responsible persons of various departments and submit them to the Standing Council for decision;

(3) To decide on the employment, remuneration and rewards of full-time staff of the Secretariat;

(four) to handle other tasks assigned by the superior.

Article 33 The China Venture Capital Committee shall, according to the needs of its work, employ government officials from relevant venture capital management departments as honorary presidents or specially invited executive directors.

Article 34 According to the needs of development and international exchanges and cooperation, China Venture Capital Committee employs well-known experts and scholars in the fields of finance, investment, risk management and consulting services at home and abroad as senior consultants.

Thirty-fifth China Venture Capital Committee employs professional legal advisers to handle legal affairs related to China Venture Capital Committee.

Verb (abbreviation for verb) joint meeting of presidents

Thirty-sixth China Venture Capital Committee set up a joint meeting of presidents. The joint meeting of presidents consists of the president, executive vice president and co-president of China Venture Capital Committee.

Article 37 The vice-president shall be elected by the Standing Council from among the vice-presidents, with a term of two years, and may be re-elected once. The joint meeting of presidents will discuss and decide the major decision-making matters of China Venture Capital Committee.

Article 38 The joint meeting of presidents shall be jointly proposed by three or more presidents and convened by the executive vice president. In principle, it will be held once every quarter. In case of special circumstances, communication can also be held.

Secretariat of intransitive verbs

Article 39 The China Venture Capital Committee shall set up a secretariat, which shall be the daily office of the China Venture Capital Committee.

Article 40 The Secretariat shall set up a number of internal working bodies according to the needs of the work, and employ capable personnel by means of association stationing and external employment, so as to gradually realize specialization and internationalization.

Chapter V Principles of Asset Management and Use

Article 41 China Investment Association authorizes China Venture Capital Committee to independently manage the finance of China Venture Capital Committee.

Forty-second sources of funds of China Venture Capital Committee:

(1) Membership dues paid by members;

(2) donation;

(3) Funds contributed by the government or allocated by the China Investment Association;

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

(5) interest;

(6) Other lawful income, etc.

Forty-third China Venture Capital Committee shall collect membership fees in accordance with the relevant provisions of the state.

Forty-fourth China Venture Capital Committee funds must be used for the business scope and career development stipulated in these regulations, and shall not be distributed among members. The fees of China Venture Capital Committee include:

(1) Funds for organizing various activities and meetings;

(2) Expert consultation fees;

(3) Funds for editing and printing relevant materials and publications;

(4) Office expenses and other expenses of the secretariat;

(5) Other lawful expenses.

Forty-fifth China Venture Capital Committee shall establish a strict financial management system to ensure that accounting information is legal, true, accurate and complete.

Forty-sixth China Venture Capital Committee is equipped with accounting personnel with professional qualifications. When an accountant transfers his job or leaves his post, he must go through the handover procedures with the recipient.

Article 47 The assets management of China Venture Capital Committee must implement the financial management system stipulated by the state and accept the supervision of the general meeting of members and the China Investment Association.

Forty-eighth China Venture Capital Committee must accept the financial audit organized by China Investment Association before the general election.

Article 49 No unit or individual may occupy, privately divide or misappropriate the assets of China Venture Capital Committee.

Chapter VI Procedures for Amending the Articles of Association

Article 50 The Amendment to the Articles of Association of China Venture Capital Committee shall come into effect after being voted by the general meeting of members and deliberated and adopted by China Investment Association.

Chapter VII Termination Procedure and Property Disposal after Termination

Article 51 If the China Venture Capital Committee completes its purpose or disbands itself or needs to be revoked due to division or merger, the Standing Council shall propose a termination motion, which shall be submitted to the Guidance Department of the National Development and Reform Commission for comments, voted by the general meeting of members and submitted to the China Investment Association for examination and approval.

Article 52 Before the termination of the China Venture Capital Committee, a liquidation organization must be established under the guidance of the China Investment Association to clean up the creditor's rights and debts and deal with the aftermath. During the liquidation period, no activities other than liquidation will be carried out.

Article 53 The remaining property after the termination of China Venture Capital Committee shall be used for career development related to the purpose of China Venture Capital Committee under the supervision of China Investment Association and in accordance with relevant state regulations.

Chapter VIII Supplementary Provisions

Article 54 The Articles of Association shall be voted by the general meeting of China Venture Capital Committee.

Article 55 The right to interpret the Articles of Association belongs to the Council of China Venture Capital Committee.

Article 56 The Articles of Association shall come into force as of the date of approval by China Investment Association.