Core Points - The document outlines the work system for the Secretary of the Board of Directors of Youngor Fashion Co., Ltd, aiming to enhance corporate governance and regulate the appointment, duties, training, and assessment of the board secretary [1] Group 1: General Provisions - The board secretary is a senior management position responsible for the company and the board, required to perform duties faithfully and diligently [1] - The board secretary serves as the designated liaison between the company and the Shanghai Stock Exchange [1] - The Securities Department, managed by the board secretary, is responsible for information disclosure [1] Group 2: Appointment - The company must appoint a new board secretary within three months after the previous secretary's departure [2] - Candidates for the board secretary must possess necessary professional knowledge in finance, management, and law, along with good professional ethics [2] - Individuals with certain disqualifications, such as legal restrictions or recent administrative penalties, are prohibited from serving as board secretary [2][3] Group 3: Responsibilities - The board secretary is responsible for managing information disclosure, coordinating communication with investors and regulatory bodies, and organizing board and shareholder meetings [5] - The board secretary must ensure compliance with information disclosure regulations and maintain confidentiality until public disclosure is required [5][6] - The company is required to provide necessary support for the board secretary to fulfill their duties effectively [6] Group 4: Additional Provisions - In the event of a vacancy, the board must promptly designate an acting secretary and announce the decision [4] - The board secretary must sign a confidentiality agreement and is required to maintain confidentiality even after leaving the position [6] - The document will take effect upon approval by the board and will be interpreted by the board [7]

Core Viewpoint - The document outlines the investor relations management system of Youngor Fashion Co., Ltd., emphasizing the importance of effective communication between the company and its investors, particularly small and medium-sized investors, to enhance corporate governance and protect investor rights [1][2]. Group 1: Principles of Investor Relations Management - The investor relations management should adhere to compliance, ensuring all activities are conducted in accordance with laws and regulations [3]. - Equal treatment of all investors is essential, with a focus on providing opportunities for small and medium-sized investors [2]. - Proactive engagement with investors is necessary to gather feedback and address their concerns promptly [2]. - Honesty and integrity must be maintained in all investor relations activities to foster a healthy market environment [2]. Group 2: Communication Content and Methods - Key communication topics include the company's development strategy, legal disclosures, operational management information, environmental, social, and governance information, and shareholder rights [4]. - The company should utilize multiple channels and platforms for investor relations, including the company website, new media, and direct communication methods like phone and email [4][5]. - Establishing a mechanism for communicating significant events with investors is crucial, ensuring timely and effective engagement [5]. Group 3: Responsibilities and Organization - The board of directors is responsible for overseeing the investor relations management, with the board secretary coordinating the activities [9]. - A dedicated securities department should be established to manage investor relations, ensuring staff are well-trained and knowledgeable [10]. - The company must maintain clear records of investor relations activities, including participant details and communication content [6][7]. Group 4: Handling Investor Requests and Disputes - The company is responsible for addressing investor requests and complaints promptly and effectively [8]. - In case of disputes, the company should cooperate with mediation organizations to resolve issues amicably [8]. - It is important to distinguish between promotional materials and media reports to maintain transparency and objectivity [8].

雅戈尔时尚股份有限公司 年报信息披露重大差错责任追究制度 （2025年8月修订稿） 第一章 总则 第一条 为提高雅戈尔时尚股份有限公司（以下简称"公司"）的规范运作 水平，增强信息披露的真实性、准确性、完整性和及时性，提高公司年度报告（以 下简称"年报"）信息披露的质量和透明度，强化信息披露责任意识，加大对年 报信息披露责任人的问责力度，根据《中华人民共和国公司法》（以下简称《公 司法》）、《中华人民共和国证券法》（以下简称《证券法》）、《上市公司信 息披露管理办法》《上海证券交易所股票上市规则》等有关法律、行政法规、规 范性文件、证券交易所业务规则（以下统称"法律法规"）以及《雅戈尔时尚股 份有限公司章程》（以下简称《公司章程》）、《雅戈尔时尚股份有限公司信息 披露事务管理制度》（以下简称《信息披露事务管理制度》）等有关规定，结合 公司实际情况，制订本制度。 第二条 本制度所称责任追究，是指年报信息披露工作中由于有关人员不履 行或不正确履行职责或由于其他个人原因发生失职、渎职、失误等行为，对公司 造成重大经济损失并造成不良社会影响时的追究与处理。 第三条 本制度适用于公司的董事、高级管理人员，公司各部门、各 ...

General Principles - The document outlines the management measures for the shareholding and trading behavior of directors and senior management of Youngor Fashion Co., Ltd. [2][3] - The regulations are based on relevant laws such as the Company Law and Securities Law of the People's Republic of China, as well as the company's articles of association [3][4]. Scope of Application - The measures apply to the company's directors and senior management, including managers, deputy managers, board secretaries, and financial directors [3]. - Directors and senior management must be aware of laws prohibiting insider trading and market manipulation before trading company shares [4]. Shareholding Management - Directors and senior management are restricted from transferring more than 25% of their total shareholding during their term, with exceptions for judicial enforcement or inheritance [5]. - If a director or senior manager holds fewer than 1,000 shares, they may transfer all shares at once without restriction [5]. Information Disclosure - Directors and senior management must report their shareholding information to the company’s securities department within specified timeframes, such as within two trading days after a change in personal information [6][8]. - A written notice of trading plans must be submitted to the board secretary before any share transactions [8]. Trading Restrictions - Directors and senior management are prohibited from trading company shares during specific periods, such as 15 days before the announcement of annual or semi-annual reports [7]. - They must not sell shares within six months of purchase or buy shares within six months of selling [7]. Penalties and Responsibilities - Violations of these regulations may result in legal actions by regulatory authorities and internal penalties from the company [11][12]. - The board secretary is responsible for managing the compliance of directors and senior management with these regulations [10]. Implementation and Amendments - The measures will take effect upon approval by the company's board of directors and will be revised as necessary to comply with national laws and regulations [12].

Core Points - The document outlines the insider information management system of Youngor Fashion Co., Ltd, aiming to regulate insider information management and enhance confidentiality [1] - The board of directors is designated as the management body for insider information, with the chairman as the primary responsible person [1][2] - The document specifies the types of insider information and the individuals who qualify as insider information insiders [2][3] Group 1: Insider Information Definition - Insider information refers to undisclosed information that significantly impacts the company's operations, finances, or market price of its securities [2] - Examples of insider information include major changes in business policies, significant asset transactions exceeding 30% of total assets, and major losses or debts [2] Group 2: Insider Information Insiders - Insider information insiders include company directors, senior management, shareholders holding over 5% of shares, and individuals who can access insider information due to their roles [3][4] - The document emphasizes the need for a comprehensive record of insiders who have access to insider information before it is publicly disclosed [4][5] Group 3: Management and Record-Keeping - The company must maintain a detailed record of insider information insiders, including the time, place, and manner of their knowledge [5][6] - A memorandum of significant events must be created for major transactions, detailing key decision points and involved personnel [6][7] Group 4: Confidentiality and Penalties - The company must ensure that insiders sign confidentiality agreements and understand their obligations regarding insider information [8][9] - Violations of the insider information management system can lead to disciplinary actions, including warnings, demotions, or legal consequences [10][11]

信息披露暂缓与豁免业务内部管理制度 （2025 年 8 月修订稿） 第一章 总则 第一条 为规范雅戈尔时尚股份有限公司（以下简称"公司"）信息披露暂缓与 豁免行为，督促公司和其他信息披露义务人依法合规履行信息披露义务，保护投资 者的合法权益，根据《上市公司信息披露暂缓与豁免管理规定》 《上海证券交易所股 雅戈尔时尚股份有限公司 票上市规则》（以下简称《股票上市规则》）等法律、行政法规、部门规章、规范性 文件、证券交易所业务规则（以下统称"法律法规"）及《雅戈尔时尚股份有限公司 章程》 （以下简称《公司章程》）、 《雅戈尔时尚股份有限公司信息披露事务管理制度》 （以下简称《信息披露事务管理制度》）等有关规定，特制定本制度。 第二条 公司和其他信息披露义务人按照《股票上市规则》及其他法律法规，暂 缓、豁免披露临时报告，在定期报告、临时报告中豁免披露中国证券监督管理委员 会（以下简称"中国证监会"）和上海证券交易所规定或者要求披露的内容，适用本 制度。 第三条 公司和其他信息披露义务人应当真实、准确、完整、及时、公平地披露 信息，不得滥用暂缓或者豁免披露规避信息披露义务、误导投资者，不得实施内幕 交易、操纵市场等违 ...

Core Points - The document outlines the external information reporting and usage management system of Youngor Fashion Co., Ltd, aiming to enhance the management of information disclosure and prevent insider trading [1][2] - The system is applicable to the company, its departments, subsidiaries, branches, directors, senior management, and other relevant personnel [1] Group 1: Information Reporting and Management - Directors and senior management must comply with relevant laws and regulations regarding information disclosure and follow necessary procedures for reporting [2] - Confidentiality obligations are imposed on directors and senior management before the public disclosure of regular and temporary reports, prohibiting any leaks of information [2][3] - The company is not allowed to provide annual statistical reports to external parties before the legal disclosure of such information [2] Group 2: Insider Information Management - Unpublished significant information is classified as insider information, and external parties must be reminded of their confidentiality obligations [3] - External parties are prohibited from disclosing unpublished significant information or trading based on such information before the company has made a legal announcement [3][4] - The company reserves the right to seek compensation from external parties for economic losses caused by the improper use of unpublished information [4]

Core Points - The internal reporting system for significant events at Youngor Fashion Co., Ltd. aims to ensure timely, truthful, accurate, and complete disclosure of information that may significantly impact the trading price of the company's securities and derivatives [1][2] Group 1: General Provisions - The internal reporting system is established to clarify the responsibilities and procedures for reporting significant information across the company's headquarters, subsidiaries, and relevant personnel [1] - Significant event report obligors include company directors, senior management, department heads, subsidiary heads, and major shareholders [1][2] Group 2: Scope of Significant Events - Significant events include important meetings, major transactions, and significant related transactions that may affect the company's operations [2] - Specific reporting thresholds are set for various types of transactions, such as those exceeding 10% of the company's audited total assets or net assets, or significant changes in revenue or profit [2][3] Group 3: Reporting Procedures - The first responsible person for reporting significant events is the head of each department or subsidiary, who must designate a liaison for communication with the board and securities department [4] - Report obligors must report significant events on the same day they become aware of them, using phone or email, and submit a report form with supporting documents [4][5] Group 4: Responsibilities and Penalties - Report obligors are responsible for the authenticity, completeness, accuracy, and timeliness of the reported information [6] - The company has the right to hold report obligors accountable for failing to report significant events in a timely manner, which may lead to economic losses or other adverse consequences [7]

Core Viewpoint - The company plans to repurchase shares through a centralized bidding process, with a total repurchase amount ranging from 500 million to 960 million yuan, aimed at employee stock ownership plans or equity incentives [2][3][4] Summary by Sections Repurchase Plan Overview - The repurchase plan was approved by more than two-thirds of the board members and does not require shareholder meeting approval [2] - The repurchase will be conducted within 12 months after board approval [2] - The maximum repurchase price is set at 8 yuan per share [3][4] Financial Details - The estimated repurchase amount is between 500 million yuan and 960 million yuan [3] - The funding sources for the repurchase will be the company's own funds and other self-raised funds [3][5] - The total number of shares to be repurchased is estimated to be between 62.5 million and 120 million shares, representing 1.35% to 2.60% of the total share capital [4] Purpose and Use of Repurchased Shares - All repurchased shares will be used for equity incentives or employee stock ownership plans [4][10] - The company aims to enhance investor confidence and promote long-term sustainable development through this repurchase [10] Impact on Company Structure - The repurchase is not expected to significantly impact the company's daily operations, financial status, or debt repayment capabilities [9][10] - The repurchase will not lead to a change in control of the company, and the share distribution will remain compliant with listing requirements [9][10] Compliance and Disclosure - The company has established a dedicated securities account for the repurchase [13] - The company will disclose information regarding the progress of the repurchase in a timely manner [13]

Group 1 - The company announced a cash dividend distribution of 0.08 yuan per share (tax included) for the first quarter of 2025, with no bonus shares or capital reserve fund transfers [1][2] - As of March 31, 2025, the company's net profit was approximately 615.90 million yuan (unaudited), and the undistributed profits amounted to approximately 27.53 billion yuan (unaudited) [1] - The total share capital as of the board meeting date was 4,623,441,902 shares, leading to a total cash dividend distribution of approximately 369.88 million yuan (tax included) [2] Group 2 - The board of directors approved the profit distribution plan with a vote of 9 in favor, confirming compliance with the company's profit distribution policy and shareholder return plan [2] - The profit distribution plan falls within the decision-making authority granted to the board by the 2024 annual general meeting and does not require further approval from the shareholders' meeting [2]