Core Points - The article outlines the implementation details of the cumulative voting system for Great Wall Motor Co., Ltd, which will be reviewed at the temporary shareholders' meeting in 2025 [1] Chapter Summaries Chapter 1: General Principles - The purpose of the cumulative voting system is to enhance the corporate governance structure and ensure shareholders can fully exercise their rights [2] - Cumulative voting allows shareholders to allocate their voting rights in a flexible manner during the election of directors [2][3] Chapter 2: Nomination of Director Candidates - The board of directors, audit committee, or shareholders holding more than 1% of voting shares can nominate candidates for directors [3] - Candidates must provide written commitments to accept nominations and ensure the accuracy of their disclosed information [3] Chapter 3: Election of Director Candidates - The chairman of the shareholders' meeting must inform attendees about the cumulative voting method before voting begins [4] - Candidates are grouped by type (independent and non-independent) for voting purposes [4] Chapter 4: Election Results - In equal elections, candidates must receive more than half of the voting rights to be elected [5][6] - If the number of elected candidates is less than required, a new meeting must be held to elect the remaining directors [6] Chapter 5: Supplementary Provisions - The voting ballots must be prepared to accommodate the cumulative voting system, and no "against" or "abstain" options are allowed [7] - The board of directors is responsible for interpreting and amending these rules [7]

Meeting Overview - The shareholders' meeting of Great Wall Motors was held on August 8, 2025, at the company's headquarters in Baoding, Hebei Province [1] - A total of 1,802 A-share shareholders and 1 H-share shareholder attended the meeting, representing 69.34% of the total shares [1] Voting Results - The first resolution was approved with 99.48% of A-share votes in favor and 43.32% of H-share votes in favor, resulting in an overall approval rate of 93.22% [1][2] - The second resolution received 99.87% approval from A-share votes and 86.96% from H-share votes, leading to an overall approval rate of 98.43% [1][2] - The third resolution garnered 99.57% support from A-share votes and 54.94% from H-share votes, with an overall approval rate of 94.60% [2] Legal Compliance - The meeting was conducted in accordance with the Company Law and the company's articles of association, with legal representatives confirming the validity of the proceedings [2]

Core Viewpoint - The legal opinion letter from Beijing Jincheng Tongda Law Firm confirms the legality and validity of the procedures and results of Great Wall Motor Co., Ltd.'s fourth extraordinary general meeting of shareholders in 2025 [2][7]. Group 1: Meeting Procedures - The extraordinary general meeting was convened following a resolution from the company's eighth board of directors and was scheduled for August 8, 2025 [3][4]. - The meeting utilized a combination of on-site and online voting methods, providing shareholders with a platform for participation [3][4]. - The meeting's notice included details on the time, location, voting methods, and agenda items [3][4]. Group 2: Attendance and Qualifications - A total of 1,803 participants attended the meeting, representing 5,934,829,184 shares, which accounted for 69.34% of the total voting shares [4][5]. - The meeting was attended by shareholders and their authorized representatives, with verification of their qualifications conducted through the voting system [4][5]. Group 3: Proposals and Voting Results - The meeting reviewed three proposals: 1. Amendment of the company's articles of association and related rules 2. Abolishment of the supervisory board and its rules 3. Modification of certain corporate governance systems [5][6]. - All proposals were approved with significant majorities: - Proposal 1 received 93.22% approval - Proposal 2 received 98.43% approval - Proposal 3 received 94.60% approval [6][7]. Group 4: Conclusion - The legal opinion concludes that the meeting's procedures, attendance qualifications, and voting results comply with relevant laws and the company's articles of association, affirming the legitimacy of the meeting [7].

（以下简称"《公司章程》"）等相关规定，长城汽车股份有限公司（以下简称"本 公司"或"公司"）于 2025 年 8 月 8 日召开职工代表大会，民主选举卢彩娟女士为公司 第八届董事会职工董事。该董事将与本公司 2022 年年度股东大会选举产生的 7 名董事 共同组成本公司第八届董事会。卢彩娟女士任期自 2025 年 8 月 8 日起至第八届董事会 任期结束之日止。 卢彩娟女士作为职工董事任职资格符合相关法律法规、规范性文件对公司董事任职 资格的要求，不存在《公司法》《公司章程》及股票上市地相关规则规定的不得担任公 司董事的情形。 卢彩娟女士作为本公司职工董事不领取任何薪酬，只领取任职公司相关职务的薪酬， 薪酬将主要包括基本薪酬、绩效薪酬等，其薪酬将根据本公司适用规定及年度考核结果 核定。待有关薪酬确定后，本公司将对卢彩娟女士的薪酬于本公司适时发布的年报中予 以披露。 证券代码：601633 证券简称：长城汽车 公告编号：2025-107 转债代码：113049 转债简称：长汽转债 长城汽车股份有限公司 关于选举职工董事的公告 本公司董事会及全体董事保证本公告内容不存在任何虚假记载、误导性陈述或者 重大遗漏，并 ...

Core Viewpoint - The article outlines the external guarantee management system of Great Wall Motor Co., Ltd., which was approved at the company's extraordinary general meeting on August 8, 2025. The system aims to strengthen risk management and regulate the company's external guarantee activities in accordance with relevant laws and regulations [1][2]. General Principles - The external guarantee refers to the guarantees provided by the company for others, including guarantees for its subsidiaries. The total amount of external guarantees includes those provided by the company and its subsidiaries [1][2]. - The company's shareholders' meeting and board of directors are the decision-making bodies for external guarantees, requiring approval before any guarantees can be provided [2][3]. Specific Rules - The company and its subsidiaries are prohibited from providing any form of external guarantees unless certain conditions are met, such as conducting thorough investigations into the applicant's credit status and financial condition [3][4]. - Guarantees must require the counterparty to provide counter-guarantees, which should be enforceable and from parties with actual capacity to bear the obligations [3][4]. - Certain external guarantees require shareholder meeting approval, including guarantees exceeding 10% of the company's latest audited net assets or total guarantees exceeding 50% of net assets [5][6]. Approval Authority - Guarantees requiring shareholder approval must first be reviewed and approved by the board of directors before being submitted to the shareholders' meeting [4][5]. - In cases where shareholders or actual controllers are involved, they must abstain from voting on the relevant proposals [5][6]. Risk Assessment and Monitoring - A strict risk assessment must be conducted by the project proposal department in conjunction with the finance department before providing guarantees [6][7]. - The company may hire external professional institutions to assess the risks associated with external guarantees [6][7]. Documentation and Reporting - The company must maintain proper management of guarantee contracts and related documents, ensuring their completeness and accuracy [6][7]. - Any abnormal contracts discovered must be reported to the board of directors and the audit committee [6][7]. Post-Guarantee Obligations - After the debt guaranteed by the company matures, it must urge the guarantor to fulfill their obligations and take necessary remedial measures if they fail to do so [7][8]. - If the guarantee needs to be extended, it must undergo a new approval process as a new external guarantee [9].

Core Points - The article outlines the rules governing the board of directors of Great Wall Motor Co., Ltd., aimed at ensuring standardized operations and enhancing decision-making efficiency [1][2][3] Group 1: General Principles - The rules were approved at the company's extraordinary general meeting on August 8, 2025 [1] - The rules are based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1] Group 2: Board Powers and Responsibilities - The board is responsible for convening shareholder meetings, reporting to shareholders, and executing shareholder resolutions [2] - The board has the authority to make decisions regarding the company's development strategy, operational plans, financial monitoring, and personnel management [2][3] Group 3: Financial Monitoring - The board must submit certain financial plans to the shareholders for approval, while other financial matters can be decided without shareholder approval [4] - The board is responsible for managing financial disclosures and must address any audit reports with reservations to the shareholders [3][4] Group 4: Composition and Structure of the Board - The board consists of eight directors, including a chairman, a vice-chairman, and a worker director, with independent non-executive directors making up at least one-third of the board [8][9] - The chairman is responsible for ensuring the board operates effectively and that all directors receive timely and accurate information [10][11] Group 5: Committees - The board has established several committees, including the Strategy and Sustainability Committee, Audit Committee, Nomination Committee, and Remuneration Committee, to handle specialized matters [13][14] - Each committee is composed of directors and has specific responsibilities, such as overseeing audits and evaluating the company's financial information [14][15] Group 6: Board Meetings - The board must hold at least four regular meetings each year, including annual, semi-annual, and quarterly meetings [21][22] - Meetings can be conducted in person or via electronic means, and decisions require a majority vote from attending directors [23][30] Group 7: Information Disclosure - The board is required to comply with disclosure regulations set by the stock exchange and regulatory authorities, ensuring timely and accurate reporting of significant matters [43][44]

Core Points - The article outlines the independent director system of Great Wall Motor Co., Ltd., aimed at enhancing corporate governance and protecting the interests of minority shareholders and creditors [1][17]. Summary by Sections General Principles - The system is established to improve the corporate governance structure and enhance the role of independent directors in decision-making and supervision [1]. - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their judgment [2]. Qualifications and Appointment - A minimum of three independent directors is required, constituting at least one-third of the board, including at least one accounting professional [3]. - Independent directors must have relevant experience and a clean personal record, with no significant credit issues [5]. Responsibilities and Duties - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [7]. - They have special rights, including hiring external consultants and proposing meetings to address significant issues [8]. Performance and Reporting - Independent directors must submit an annual report detailing their attendance, participation in committees, and communication with minority shareholders [12]. - They are required to maintain independence and report any conflicts or issues to the board [9]. Support and Compensation - The company must provide necessary resources and support for independent directors to perform their duties effectively [13]. - Independent directors are entitled to compensation that reflects their responsibilities, and the company may establish a liability insurance system for them [34].

Core Viewpoint - The article outlines the external investment management system of Great Wall Motor Co., Ltd., which aims to standardize external investment behaviors, mitigate investment risks, and enhance investment efficiency while protecting the interests of the company and its investors [1][2]. Summary by Sections General Principles - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, as well as stock exchange rules [1]. - External investment is defined as the activity of transferring company-owned assets to obtain another asset for wealth increase or other benefits [1][2]. Types of Investments - Investments are categorized into short-term and long-term. Short-term investments are those that can be liquidated within one year, while long-term investments are held for over a year and include various forms such as equity and debt investments [2]. Decision-Making Authority - The decision-making bodies for external investments include the shareholders' meeting, the board of directors, and the chairman, each operating within their respective authority [2][3]. - Certain investment matters require approval from the shareholders' meeting, especially those involving significant amounts or related party transactions [3][4]. Investment Approval Process - Investments exceeding specific thresholds must be reviewed by the board and approved by the shareholders' meeting. The thresholds include investments over RMB 30 million or those constituting more than 5% of the company's latest audited net asset value [3][4]. - The board has the authority to decide on investments below these thresholds, while the chairman can independently approve smaller investments [4][5]. Implementation and Management - Prior to making significant investments, a feasibility study must be conducted, analyzing various financial metrics such as return on investment and payback period [5][6]. - The company must maintain strict budget management for investments, allowing for reasonable adjustments based on actual circumstances [6][7]. Asset Management and Oversight - Investment assets must be properly documented and managed, with strict controls in place to prevent fraud [7][8]. - The finance department is responsible for comprehensive accounting records of investment activities, ensuring compliance with accounting standards [8][9]. Compliance and Reporting - The company's investment activities must adhere to national laws and regulations, and the board is responsible for interpreting the investment management system [9].

通过天眼查大数据分析，长城汽车股份有限公司共对外投资了75家企业，参与招投标项目2551次，知识 产权方面有商标信息5000条，专利信息5000条，此外企业还拥有行政许可639个。 长城汽车最新一期业绩显示，截至2025一季报，公司营业总收入400.19亿元、同比减少6.63%，归属净 利润17.51亿元，同比减少45.60%，扣非净利润14.69亿元，同比减少27.12%，流动比率1.106、速动比率 0.821、资产负债率61.11%。 天眼查商业履历信息显示，长城汽车股份有限公司，成立于2001年，位于保定市，是一家以从事汽车制 造业为主的企业。企业注册资本848655.9123万人民币，实缴资本848655.9123万人民币。公司法定代表 人为魏建军。 金融界消息 截至2025年8月8日收盘，长城汽车（601633）报收于22.35元，下跌1.11%，换手率0.16%， 成交量9.77万手，成交金额2.19亿元。 资金流向方面，今日主力资金净流出1898.38万元，占比成交额8.67%。其中，超大单净流出1822.96万 元、占成交额8.33%，大单净流出75.42万元、占成交额0.34%，中单净流出 ...

香港交易及結算所有限公司及香港聯合交易所有限公司對本公告的內容概不負責，對其準確性或完整性 亦不 發表任何聲明，並明確表示，概不對因本公告全部或任何部份內容而產生或因倚賴該等內容而引致的任 何損失承擔任何責任。 長城汽車股份有限公司 GREAT WALL MOTOR COMPANY LIMITED* （於中華人民共和國註冊成立的股份有限公司） 股份代號：02333（港幣櫃台）及82333（人民幣櫃台） 股東特別大會 之投票表決結果 長城汽車股份有限公司（「本公司」）董事會（「董事會」）欣然公佈本公司於 區朝陽南大街 2266 號本公司會議室召開的本公司股東特別大會（「股東特別 大會」或「會議」）的投票表決結果。提呈的決議案已獲出席會議的本公司股 東（「股東」）正式通過。 特别決議案 (1) 議案名稱：審議及批准通函（於 2025 年 7 月 18 日在香港聯合交易 所 有 限 公 司 網 站 (www.hkexnews.hk) 及 本 公 司 網 站 (www.gwm.com.cn) 發佈）所載關於建議修改公司章程及相關議事 規則； 有關會議所審議決議案的詳情，股東可參閱本公司發出的日期為 2025 年 7 ...