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(1). Article II : Shareholders

第2条：股东

(2). SECTION 1. Annual Meeting. The annual meeting of the shareholders shall be held on the 15th day in the month of JAN in each year, beginning with the year 2022, at the hour of 2 o’clock 16.m., for the purpose of electing Directors and for the transaction of such other business as may come before the meeting. If the day fixed for the annual meeting shall be a legal holiday in the State of Georgia ,such meeting shall be held on the next succeeding business day. If the election of Directors shall not be held on the day designated herein for any annual meeting of the shareholders, or at any adjournment thereof, the Board of Directors shall cause the election to be held at a special meeting of the shareholders as soon thereafter as conveniently may be.

第1节．年度会议。股东年会应于每年1月15日（从2022年开始）举行,小时为2点钟，以选举董事和处理会议前可能发生的其他事务。如果确定的年度会议日期为佐治亚州的法定假日，则该会议应顺延至在下一个工作日举行。如果董事选举不能在本协议指定的任何股东年会，或其任何延期会议上举行，董事会应在此后方便的情况下尽快安排在一个股东特别会议上进行选举。

(3). SECTION 2. Special Meetings. Special meetings of the shareholders, for any purpose or purposes, unless otherwise prescribed by statute, may be called by the President or by the Board of Directors, and shall be called by the President at the request of the holders of not less than 1 percent of all the outstanding shares of the Corporation entitled to vote at the meeting.

第2节．特别会议。除非法律另有规定，则为任何目的而需召开的股东特别会议，可由总裁或董事会召集，或应持有不少于1%的公司已发行股份且有权在会议上投票的股东的要求，由总裁召集。

(4). SECTION 3. Place of Meeting. The Board of Directors may designate any place, either within or without the State of Georgia unless otherwise prescribed by statute, as the place of meeting for any annual meeting or for any special meeting. A waiver of notice signed by all shareholders entitled to vote at a meeting may designate any place, either within or without the State of Georgia unless otherwise prescribed by statute, as the place for the holding of such meeting. If no designation is made, the place of meeting shall be the principal office of the Corporation.

第3节. 会议地点。董事会可指定佐治亚州境内或境外的任何地点作为任何年度会议或特别会议的会议地点，法律另有规定的除外。有权在会议上投票的股东签署的放弃通知可指定佐治亚州境内或境外的任何地点作为召开该会议的地点，法律另有规定的除外。如果没有指定，则会议地点应为公司的主要办事处。

(5). SECTION 4. Notice of Meeting. Written notice stating the place, day and hour of the meeting and, in case of a special meeting, the purpose or purposes for which the meeting is called, shall unless otherwise prescribed by statute, be delivered not less than 12 nor more than 12 days before the date of the meeting, to each shareholder of record entitled to vote at such meeting. If mailed, such notice shall be deemed to be delivered when deposited in the United States Mail, addressed to the shareholder at his address as it appears on the stock transfer books of the Corporation, with postage thereon prepaid.

第4节. 会议通知。除非法律另有规定，说明会议地点、日期和时间（如果召开特别会议，则需说明召开会议的目的）的书面通知应在会议日期前不少于12天且不超过12天送达有权在该会议上投票的每位股东。如果是邮寄的，则只要投寄至美国邮政，且寄送地址为公司股票过户登记簿上显示的股东地址，并预付邮资，即应视为该通知已送达，。

(6). SECTION 5. Closing of Transfer Books or Fixing of Record. For the purpose of determining shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or shareholders entitled to receive payment of any dividend, or in order to make a determination of shareholders for any other proper purpose, the Board of Directors of the Corporation may provide that the stock transfer books shall be closed for a stated period, but not to exceed in any case fifty (50) days. If the stock transfer books shall be closed for the purpose of determining shareholders entitled to notice of or to vote at a meeting of shareholders, such books shall be closed for at least five days immediately preceding such meeting. In lieu of closing the stock transfer books, the Board of Directors may fix in advance a date as the record date for any such determination of shareholders, such date in any case to be not more than ten days and, in case of a meeting of shareholders, not less than 60 days, prior to the date on which the particular action requiring such determination of shareholders is to be taken. If the stock transfer books are not closed and no record date is fixed for the determination of shareholders entitled to notice of or to vote at a meeting of shareholders, or shareholders entitled to receive payment of a dividend, the date on which notice of the meeting is mailed or the date on which the resolution of the Board of Directors declaring such dividend is adopted, as the case may be, shall be the record date for such determination of share holders. When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this section, such determination shall apply to any adjournment thereof.

第5节. 股东过户登记簿关闭或登记固定。为确定有权在任何股东大会或其延期会议上投票或接收通知，或有权收取任何报酬或股息的股东，或出于任何其他目的而确定股东身份，公司董事会可规定股票过户登记簿在规定期限内关闭，但在任何情况下这个期限不得超过五十（50）天。如果为了确定有权在股东大会上投票或接收通知的股东而关闭股票过户登记簿，则该登记簿应在该等股东大会之前至少五天予以关闭。董事会可提前确定一个日期作为确定股东的登记日期，以代替关闭股权过户登记簿，在任何情况下，该日期不得超过十天，如果待召开的是股东会议，则该日期是在作出此类确定股东的决定之日前不得少于60天。如果股票过户登记簿未关闭，且为确定有权投票或接收通知，或有权收取任何报酬或股息的股东的登记日期也未确定，则邮寄会议通知的日期或董事会宣布股息的决议通过的日期（视情况而定）应视为确定股东身份的登记日期。当根据本节规定对有权在任何股东大会上投票的股东进行确定时，该确定应适用于任何延期会议。

(7). SECTION 6. Voting Lists. The officer or agent having charge of the stock transfer books for shares of the corporation shall make a complete list of the shareholders entitled to vote at each meeting of shareholders or any adjournment thereof, arranged in alphabetical order, with the address of and the number of shares held by each. Such list shall be produced and kept open at the time and place of the meeting and shall be subject to the inspection of any shareholder during the whole time of the meeting for the purposes thereof.

第6节. 投票名单。负责公司股份过户登记簿的高级职员或代理人应按字母顺序列出有权在每次股东大会或延期会议上投票的股东的完整名单，并注明每位股东的地址和持有的股份数量。该名单应在会议召开的时间和地点制作并公开，并应在整个会议期间接受任何股东的检查。

(8). SECTION 7. Quorum. A majority of the outstanding shares of the Corporation entitled to vote, represented in person or by proxy, shall constitute a quorum at a meeting of shareholders. lf less than a majority of the outstanding shares are represented at a meeting, a majority of the shares so represented may adjourn the meeting from time to time without further notice. At such adjourned meeting at which a quorum shall be present or represented, any business may be transacted which might have been transacted at the meeting as originally noticed. The shareholders present at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough shareholders to leave less than a quorum.

第7节. 法定人数。股东大会的法定人数为公司有投票权的已发行股份的多数，由本人或代理人代表行使。如果出席会议的已发行股份不足多数，则经上述代表股东的多数决定可随时宣布休会，而无需另行通知。在出席股东或其代表达到法定人数的延期会议上，可处理最初通知的会议上可能已处理的任何事务。尽管有足够股东退出会议，导致留下的股东数少于法定人数，只要会议经正当组织，出席该会议的股东可继续处理事务，直至休会。

(9). SECTION 8. Proxies. At all meetings of shareholders, a shareholder may vote in person or by proxy executed in writing by the shareholder or by his duly authorized attorney-in-fact. Such proxy shall be filed with the secretary of the Corporation before or at the time of the meeting. A meeting of the Board of Directors may be had by means of a telephone conference or similar communications equipment by which all persons participating in the meeting can hear each other, and participation in a meeting under such circumstances shall constitute presence at the meeting.

第8节. 代理。在所有股东大会上，股东可亲自或通过其本人或正式授权的律师以书面形式委托的代理人进行投票。该委托书应在会议召开前或召开时提交给公司秘书。董事会会议可通过电话会议或类似通信设备召开，所有参加会议的人员均可通过电话会议或类似通信设备听到对方的声音，在这种情况下参加会议即构成出席会议。

(10). SECTION 9. Voting of Shares. Each outstanding share entitled to vote shall be entitled to one vote upon each matter submitted to a vote at a meeting of shareholders.

第9节. 股份投票。有权投票的每一份流通股有权就提交股东大会表决的每一事项投上一票。

(11). SECTION 10. Voting of Shares by Certain Holders. Shares standing in the name of another corporation may be voted by such officer, agent or proxy as the Bylaws of such corporation may prescribe or, in the absence of such provision, as the Board of Directors of such corporation may determine.

第10节. 特定股东的股份投票。以其他公司法人名义持有的股份，可按公司章程规定由其高级职员、代理人或代理机构投票表决，如果没有规定，则由公司董事会决定。....(please sign in for more)

(12). Shares held by an administrator, executor, guardian or conservator may be voted by him, either in person or by proxy, without a transfer of such shares into his name. Shares standing in the name of a trustee may be voted by him, either in person or by proxy, but no trustee shall be entitled to vote shares held by him without a transfer of such shares into his name.

管理人、遗嘱执行人、监护人或保管人持有的股份可由该等人亲自或代理人投票表决，无需将该等股份转让至其名下。以受托人名义持有的股份可由受托人亲自或通过其代理人进行投票，但如果未将该等股份转让至受托人名下，....(please sign in for more)

(13). Shares standing in the name of a receiver may be voted by such receiver, and shares held by or under the control of a receiver may be voted by such receiver without the transfer thereof into his name, if authority so to do be contained in an appropriate order of the court by which such receiver was appointed.

以接管人名义持有的股份可由该接管人投票表决，由接管人持有或控制的股份可由该接管人投票表决，而无需将股份转入其名下，前提是任命该接管人的法院的适当命令中包含了这样做的授权。....(please sign in for more)

(14). A shareholder whose shares are pledged shall be entitled to vote such shares until the shares have been transferred into the name of the pledgee, and thereafter the pledgee shall be entitled to vote the shares so transferred. Shares of its own stock belonging to the Corporation shall not be voted, directly or indirectly, at any meeting, and shall not be counted in determining the total number of outstanding shares at any given time.

被质押股份的股东有权对该等股份进行表决，直至该等股份转让至质权人名下为止，此后质权人有权就此已经转让的股份投票。属于本公司的自有股份不得在任何会议上直接或间接投票，也不得在任何给定时间计算成在外流通股....(please sign in for more)

(15). SECTION 11. Informal Action by Shareholders. Unless otherwise provided by law, any action required to be taken at a meeting of the shareholders, or any other action which may be taken at a meeting of the shareholders, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the shareholders entitled to vote with respect to the subject matter thereof.

第11节. 股东的非正式行动。除非法律另有规定，任何需要在股东大会上采取的行动，或可能需要在股东大会上采取的任何其他行动，如果有书面同意书，述明所要采取的行动，并由所有有权就该事项投票的股东签字，就可....(please sign in for more)

(16). Article ll: Board of Directors

第三条：董事会....(please sign in for more)

(17). SECTION 1. General Powers. The business and affairs of the Corporation shall be managed by its Board of Directors.

第1节. 一般权力。公司的业务和事务应由董事会管理。....(please sign in for more)

(18). SECTION 2.Number, Tenure and Qualifications. The number of directors of the Corporation shall be fixed by the Board of Directors, but in no event shall be less than one. Each director shall hold office until the next annual meeting of shareholders and until his successor shall have been elected and qualified.

第2节. 人数、任期和资格。公司董事人数应由董事会确定，但在任何情况下不得少于一人。每位董事应任职至下一次股东年会，直至其继任者当选并获得资格为止。....(please sign in for more)

(19). SECTION 3. Regular Meetings. A regular meeting of the Board of Directors shall be held without other notice than this Bylaw immediately after, and at the same place as, the annual meeting of shareholders. The Board of Directors may provide, by resolution, the time and place for the holding of additional regular meetings without notice other than such resolution.

第3节. 定期会议。董事会定期会议应在股东年会之后立即在同一地点举行，无需本章程以外的通知。董事会可通过决议规定召开额外定期会议的时间和地点，无需除本决议外的另行通知。....(please sign in for more)

(20). SECTION 4. Special Meetings. Special meetings of the Board of Directors may be called by or at the request of the President or any two directors. The person or persons authorized to call special meetings of the Board of Directors may fix the place for holding any special meeting of the Board of Directors called by them.

第4节. 特别会议。董事会特别会议可由董事长或任何两名董事召集或应其要求召集。有权召开董事会特别会议的人员可确定召开董事会特别会议的地点。....(please sign in for more)

(21). SECTION 5.Notice. Notice of any special meeting shall be given at least one (1) day previous thereto by written notice delivered personally or mailed to each director at his business address, or by telegram. If mailed, such notice shall be deemed to be delivered when deposited in the United States Mail so addressed, with postage thereon prepaid. If notice be given by telegram, such notice shall be deemed to be delivered when the telegram is delivered to the telegraph company. Any directors may waive notice of any meeting. The attendance of a director at a meeting shall constitute a waiver of notice of such meeting, except where a director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened.

第5节. 通知。任何特别会议的通知应至少提前一（1）天通过专人递送或邮寄书面通知或电报发出至每位董事的营业地址。如果是邮寄的，如已注明地址，并预付邮资，则该通知在投寄到美国邮政时应视为已送达。如果以电....(please sign in for more)

(22). SECTION 6. Quorum. A majority of the number of directors fixed by Section 2 of this Article ll shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, but if less than such majority is present at a meeting, a majority of the directors present may adjourn the meeting from time to time without further notice.

第6节. 法定人数。本条第2款规定的董事人数的多数应构成董事会任何会议上处理事务的法定人数，但如果出席会议的董事人数少于该多数，则出席会议董事的多数票可随时决定宣布延期，无需另行通知。....(please sign in for more)

(23). SECTION 7. Manner of Acting. The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.

第7节. 行为方式。出席达到法定人数会议的多数董事的行为应视为董事会的行为。....(please sign in for more)

(24). SECTION 8. Action Without a Meeting. Any action that may be taken by the Board of Directors at a meeting may be taken without a meeting if a consent in writing, setting forth the action so to be taken, shall be signed before such action by all of the directors.

第8节. 不开会就采取行动。应在董事会会议上作出决定的任何行动，如果所有董事在采取行动之前均签署书面同意书，则可在不召开会议的情况下采取行动。....(please sign in for more)

(25). SECTION 9. Vacancies. Any vacancy occurring in the Board of Directors may be filled by the affirmative vote of a majority of the remaining directors though less than a quorum of the Board of Directors, unless otherwise provided by law. A director elected to will a vacancy shall be elected for the unexpired term of his predecessor in office. Any directorship to be filled by reason of an increase in the number of directors may be filled by election by the Board of Directors for a term of office continuing only until the next election of directors by the shareholders.

第9节. 空缺。除非法律另有规定，董事会中出现的任何空缺可由剩余董事的多数票（哪怕低于董事会的法定人数）来选举填补。当选补缺的董事的任期应为其前任的未满任期。因董事人数增加而需补选的任何董事职位可由董....(please sign in for more)

(26). SECTION 10. Compensation. By resolution of the Board of Directors, each director may be paid his expenses, if any, of attendance at each meeting of the Board of Directors, and may be paid a stated salary as director or a fixed sum for attendance at each meeting of the Board of Directors or both. No such payment shall preclude any director from serving the Corporation in any other capacity and receiving compensation therefore.

第10节. 弥偿。经董事会决议，可向每位董事支付其出席董事会每次会议的费用（如有产生），并可向其支付规定的董事工资或出席董事会每次会议的固定酬劳，或两者兼而有之。此类付款不得妨碍任何董事以任何其他身份....(please sign in for more)

(27). SECTION 11.Presumption of Assent。A director of the Corporation who is present at a meeting of the Board of Directors at which action on any corporate matter is taken shall be presumed to have assented to the action taken unless his dissent shall be entered in the minutes of the meeting or unless he shall file his written dissent to such action with the person acting as the Secretary of the meeting before the adjournment thereof, or shall forward such dissent by registered mail to the Secretary of the Corporation immediately after the adjournment of the meeting. Such right to dissent shall not apply to a director who voted in favor of such action.

第11节. 同意推定。出席就任何公司事项采取行动的董事会会议的公司董事应被推定为同意所采取的行动，除非其异议记录在会议记录中，或除非其向董事会提交书面异议，在会议休会前发给担任会议秘书的人员，或应在会....(please sign in for more)

(28). Article lV: Officers

第四条：高管....(please sign in for more)

(29). SECTION 1.Number.The officers of the Corporation shall be a President, one or more Vice Presidents, a Secretary and a Treasurer, each of whom shall be elected by the Board of Directors. Such other officers and assistant officers as may be deemed necessary may be elected or appointed by the Board of Directors, including a Chairman of the Board. In its discretion, the Board of Directors may leave unfilled for any such period as it may determine any office except those of President and Secretary. Any two or more offices may be held by the same person. Officers may be directors or shareholders of the Corporation.

第1节. 人数。公司的高级管理人员应为总裁一名或多名副总裁、一名秘书和一名财务主管，由董事会选举产生。董事会可选举或任命必要的其他高级职员和助理高级职员，包括董事会主席。董事会可自行决定在其决定的任何....(please sign in for more)

(30). SECTION 2. Election and Term of Office. The officers of the Corporation to be elected by the Board of Directors shall be elected annually by the Board of Directors at the first meeting of the Board of Directors held after each annual meeting of the shareholders. lf the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be. Each officer shall hold office until his successor shall have been duly elected and shall have qualified, or until his death, or until he shall resign or shall have been removed in the manner hereinafter provided.

第2节. 选举和任期。由董事会选举产生的公司高级管理人员应由董事会每年在每次股东年会后举行的第一次董事会会议上选举产生。如果不能在该会议上进行选举，则应在会议结束后尽快进行选举。每名高级职员均须任职至....(please sign in for more)

(31). SECTION 3. Removal. Any officer or agent may be removed by the Board of Directors whenever, in its judgment, the best interests of the Corporation will be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Election or appointment of an officer or agent shall not of itself create contract rights, and such appointment shall be terminable at will.

第3节. 免职。董事会可在其认为符合公司最大利益的情况下罢免任何高级职员或代理人，但此类罢免不得损害被罢免人员的合同权利（如有）。高级职员或代理人的选举或任命本身不应产生合同权利，且此类任命可随意终止....(please sign in for more)

(32). SECTION 4. Vacancies. A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by the Board of Directors for the unexpired portion of the term.

第4节. 空缺。因死亡、辞职、免职、丧失资格或其他原因导致的任何职位空缺，可由董事会就未到期的任期来补选。....(please sign in for more)

(33). SECTION 5.President. The President shall be the principal executive officer of the Corporation and, subject to the control of the Board of Directors, shall in general supervise and control all of the business and affairs of the Corporation. He shall, when present, preside at all meetings of the shareholders and of the Board of Directors, unless there is a Chairman of the Board, in which case the Chairman shall preside. He may sign, with the Secretary or any other proper officer of the Corporation thereunto authorized by the Board of Directors, certificates for shares of the Corporation, any deeds, mortgages, bonds, contracts, or other instruments which the Board of Directors has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these Bylaws to some other officer or agent of the Corporation, or shall be required by law to be otherwise signed or executed; and in general shall perform all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors from time to time.

第5节. 总裁。总裁是公司的主要行政官员，受董事会节制，全面监督和控制公司的所有业务和事务。如果他出席股东会议和董事会会议，则由他主持该等会议，除非董事会另设有主席，在后一种情况下，应由主席主持会议。....(please sign in for more)

(34). SECTION 6. Vice President. In the absence of the President or in event of his death, inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting, shall have all the powers of and be subject to all the restrictions upon the President. The Vice President shall perform such other duties as from time to time may be assigned to him by the President or by the Board of Directors. If there is more than one Vice President, each Vice President shall succeed to the duties of the President in order of rank as determined by the Board of Directors. If no such rank has been determined, then each Vice President shall succeed to the duties of the President in order of date of election, the earliest date having the first rank.

第6节. 副总裁。在总裁缺席或死亡、无能力或拒绝行事的情况下，副总裁应履行总裁职责，在行使总裁职责时，应享有总裁的所有权力，并接受施加于总裁的所有限制。副总裁应履行总裁或董事会不时指派给他的其他职责。....(please sign in for more)

(35). SECTION 7. Secretary. The Secretary shall: (a) keep the minutes of the proceedings of the shareholders and of the Board of Directors in one or more minute books provided for that purpose; (b)see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; (c)be custodian of the corporate records and of the seal of the Corporation and see that the seal of the Corporation is affixed to all documents , the execution of which on behalf of the Corporation under its seal is duly authorized; (d) keep a register of the post office address of each shareholder which shall be furnished to the Secretary by such shareholder, (e) sign with the President certificates for shares of the Corporation, the issuance of which shall have been authorized by resolution of the Board of Directors; (f)have general charge of the stock transfer books of the Corporation; and (g) in general perform all duties incident to the office of the Secretary and such other duties as from time to time may be assigned to him by the President or by the Board of Directors.

第7节. 秘书。秘书应：（a）将股东和董事会会议记录保存在为此目的提供的一本或多本会议记录簿中；（b）确保所有通知均按照本章程的规定或法律要求正式发出；（c）保管公司登记册和公司印章，并确保所有文件....(please sign in for more)

(36). SECTION 8.Treasurer.The Treasurer shall: (a) have charge and custody of and be responsible for all funds and securities of the Corporation; (b) receive and give receipts for moneys due and payable to the Corporation from any source whatsoever, and deposit all such moneys in the name of the Corporation in such banks, trust companies or other depositories as shall be selected in accordance with the provisions of Article V of these Bylaws; and (c) in general perform all of the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him by the President or by the Board of Directors. If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his duties in such sum and with such sureties as the Board of Directors shall determine.

第8节. 司库。司库应：（a）掌管、保管并负责公司的所有资金和证券；（b）从任何来源接收并出具到期应付给公司的款项收据，并以公司名义将所有此类款项存入根据本章程第五条规定选定的银行、信托公司或其他托管....(please sign in for more)

(37). SECTION 9.Salaries.The salaries of the officers shall be fixed from time to time by the Board of Directors, and no officer shall be prevented from receiving such salary by reason of the fact that he is also a director of the Corporation.

第9节. 薪水。高级管理人员的工资应由董事会不时确定，任何高级管理人员不得因同时担任公司董事而无法获得该等工资。....(please sign in for more)

(38). Article v: Indemnity

第五条：弥偿....(please sign in for more)

(39). The Corporation shall indemnify its directors, officers and employees as follows:

公司应弥偿其董事、高级职员和雇员如下：....(please sign in for more)

(40). (a)Every director, officer, or employee of the Corporation shall be indemnified by the Corporation against all expenses and liabilities, including counsel fees, reasonably incurred by or imposed upon him in connection with any proceeding to which he may be made a party, or in which he may become involved, by reason of his being or having been a director, officer, employee or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of the corporation, partnership, joint venture, trust or enterprise, or any settlement thereof, whether or not he is a director, officer, employee or agent at the time such expenses are incurred, except in such cases wherein the director, officer, or employee is adjudged guilty of willful misfeasance or malfeasance in the performance of his duties; provided that in the event of a settlement the indemnification herein shall apply only when the Board of Directors approves such settlement and reimbursement as being for the best interests of the Corporation.(b) The Corporation shall provide to any person who is or was a director, officer, employee, or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of the corporation, partnership, joint venture, trust or enterprise, the indemnity against expenses of suit, litigation or other proceedings which is specifically permissible under applicable law.(c)The Board of Directors may, in its discretion, direct the purchase of liability insurance by way of implementing the provisions of this Article V.

（a）本公司的每位董事、高级职员或雇员均应因其担任或曾经担任董事、高级职员，或应公司的要求正在或曾经担任本公司、本公司合伙企业、合资企业、信托机构或企业，或其任何清算项目的董事、高级职员、雇员或代理人....(please sign in for more)

(41). Article v: Contracts, Loans, Checks and Deposits

第五条：合同、贷款、支票和存款....(please sign in for more)

(42). SECTION 1.Contracts. The Board of Directors may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances.

第1节. 合同。董事会可授权任何一名或多名高级职员、一名或多名代理人以公司名义并代表公司签订任何合同或签署和交付任何文书，此类授权可以是通用性的，也可以仅限于特定情况。....(please sign in for more)

(43). SECTION 2.Loans. No loans shall be contracted on behalf of the Corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Board of Directors. Such authority may be general or confined to specific instances.

第2节. 贷款。除非经董事会决议授权，否则不得代表公司签订任何贷款合同，也不得以公司名义出具任何债务证明。这种权力可以是通用性的，也可以仅限于特定情况。....(please sign in for more)

(44). SECTION 3.Checks, Drafts, etc. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the Corporation and in such manner as shall from time to time be determined by resolution of the Board of Directors.

第3节. 支票、汇票等。所有以公司名义签发的用于支付款项、票据或其他债务凭证的支票、汇票或其他支付指令，均应由公司的一名或多名高级职员、一名或多名代理人签字，签字方式由董事会决议不时决定。....(please sign in for more)

(45). SECTION 4. Deposits。All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such banks, trust companies or other depositories as the Board of Directors may select.

第4节. 存款。本公司所有未以其他方式使用的资金应不时存入董事会选择的本公司的银行、信托公司或其他存管机构。....(please sign in for more)

(46). Article VlI: Certificates for Shares and Their Transfer

第七条：股份证书及其转让....(please sign in for more)

(47). SECTION 1. Certificates for Shares. Certificates representing shares of the Corporation shall be in such form as shall be determined by the Board of Directors. Such certificates shall be signed by the President and by the Secretary or by such other officers authorized by law and by the Board of Directors so to do, and sealed with the corporate seal. All certificates for shares shall be consecutively numbered or otherwise identified. The name and address of the person to whom the shares represented thereby are issued, with the number of shares and date of issue, shall be entered on the stock transfer books of the Corporation. All certificates surrendered to the Corporation for transfer shall be cancelled and no new certificate shall be issued until the former certificate for a like number of shares shall have been surrendered and cancelled, except that in case of a lost, destroyed or mutilated certificate, a new one may be issued therefore upon such terms and indemnity to the Corporation as the Board of Directors may prescribe.

第1节. 股份证书。代表公司股份的证书应采用董事会决定的格式。此类证书应由总裁、秘书或法律和董事会授权的其他高级职员签字，并加盖公司印章。所有股份证书应连续编号或以其他方式标识。股票发行对象的姓名和地....(please sign in for more)

(48). SECTION 2. Transfer of Shares. Transfer of shares of the Corporation shall be made only on the stock transfer books of the Corporation by the holder of record thereof or by his legal representative, who shall furnish proper evidence of authority to transfer, or by his attorney thereunto authorized by power of attorney duly executed and filed with the Secretary of the Corporation, and on surrender for cancellation of the certificate for such shares. The person in whose name shares stand on the books of the Corporation shall be deemed by the Corporation to be the owner thereof for all purposes. Provided, however, that upon any action undertaken by the shareholders to elect s Corporation status pursuant to Section 1362 of the Internal Revenue Code and upon any shareholders agreement thereto restricting the transfer of said shares so as to disqualify said s Corporation status, said restriction on transfer shall be made a part of the bylaws so long as said agreement is in force and effect.

第2节. 股份转让。公司股份的转让只能由公司的股份转让登记簿上的记录持有人或其法定代表人进行，后一种情况，其应提供转让授权的适当证据，或有效的授权委托书，该授权委托书需提交给公司秘书，并经其正式签署并....(please sign in for more)

(49). Article VIII: Fiscal year

第八条：财政年度....(please sign in for more)

(50). The fiscal year of the Corporation shall begin on the 1st day of JAN and end on the 31st day of DEC each year.

公司会计年度自每年1月1日起至12月31日止。....(please sign in for more)

(51). Article lX: Dividends

第九条：股息....(please sign in for more)

(52). The Board of Directors may from time to time declare, and the Corporation may pay, dividends on its outstanding shares in the manner and upon the terms and conditions provided by law and its Articles of Incorporation.

董事会可根据法律及其公司章程规定的方式和条款，不时宣布并支付其已发行股份的股息。....(please sign in for more)

(53). Article X: Corporate Seal

第十条：公司印章....(please sign in for more)

(54). The Board of Directors shall provide a corporate seal which shall be circular in form and shall have inscribed thereon the name of the Corporation and the state of incorporation and the words, "Corporate Seal."

董事会应提供公司印章，该印章应为圆形，并应在其上刻有公司名称、注册州名和“公司印章”字样....(please sign in for more)

(55). Article XI: Waiver of Notice

第十一条：放弃通知....(please sign in for more)

(56). Unless otherwise provided by law, whenever any notice is required to be given to any shareholder or director of the Corporation under the provisions of these Bylaws or under the provisions of the Articles of Incorporation or under the provisions of the applicable Business Corporation Act, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

除非法律另有规定，根据本章程或公司章程的规定或适用的《商业公司法》的规定，需要向公司的任何股东或董事发出任何通知时，若以书面形式，由有权获得该通知的一人或多人签署，来表示放弃该通知，则无论是在通知规定....(please sign in for more)

(57). Article Xll: Amendments

第十二条：修正案....(please sign in for more)

(58). These Bylaws may be altered, amended or repealed and new Bylaws may be adopted by the Board of Directors at any regular or special meeting of the Board of Directors.

董事会可在董事会的任何定期或特别会议上修改、修订或废除本章程，并通过新的章程。....(please sign in for more)

(59). The above Bylaws are certified to have been adopted by the Board of Directors of the Corporation on the 15th day of JAN 2022.

上述章程经证明已于2022年1月15日由公司董事会通过。....(please sign in for more)