Core Points - The independent directors of Henan Yuguang Gold Lead Co., Ltd. held their fourth special meeting of the ninth board on July 3, 2025, via communication methods, with all three independent directors present, confirming the meeting's legality and compliance with relevant regulations [1] - The company plans to sign purchase contracts for lead slag and copper slag with the related party Gansu Baohui Industrial Group Co., Ltd., which is deemed necessary for normal production operations and compliant with national laws and regulations [1] - The independent directors reviewed the related transactions, confirming they adhere to principles of fairness and market pricing, ensuring no harm to the company or shareholders, particularly minority shareholders [1] - The independent directors agreed to submit the related party transactions to the board for approval, with related directors required to abstain from voting [1] - The independent directors also approved a related guarantee for the controlling shareholder, stating that the risk is controllable and does not harm the interests of the company or its shareholders, and agreed to submit this matter to the board for review [2]

Meeting Information - The third extraordinary general meeting of shareholders for 2025 will be held on July 23, 2025, at 14:30 [1][3] - The meeting will take place at the conference room 510 of Henan Yuguang Gold Lead Co., Ltd. located in Jiyuan City, Henan Province [1] - Voting will be conducted through a combination of on-site and online methods using the Shanghai Stock Exchange's online voting system [1][3] Voting Procedures - Shareholders can vote via the Shanghai Stock Exchange's online voting system from 9:15 to 15:00 on the day of the meeting [1][3] - Specific voting times include trading hours: 9:15-9:25, 9:30-11:30, and 13:00-15:00 [1] - Shareholders holding multiple accounts can exercise voting rights across all accounts, but repeated votes will be counted based on the first submission [4][2] Meeting Agenda - The meeting will review non-cumulative voting proposals that have been approved by the company's ninth board of directors [2] - The related party that must abstain from voting is Henan Yuguang Gold Lead Group Co., Ltd. [2] Attendance Requirements - Shareholders registered by the close of trading on the equity registration date of July 17, 2025, are eligible to attend the meeting [4] - Attendance can be in person or by proxy, with specific documentation required for both shareholders and their proxies [4][5] Registration Process - Shareholders must register for the meeting in advance, either in person or via fax, on July 22, 2025 [4][5] - Required documents include personal identification and shareholder account information [4][5]

Core Points - The company is established as a joint-stock company in accordance with the Company Law and other relevant regulations [2][3] - The company aims to promote the development of the lead smelting industry and contribute to social prosperity and stability [5] - The company has a registered capital of RMB 1,090,242,634 [3][4] Chapter Summaries Chapter 1: General Provisions - The company is committed to protecting the legal rights of shareholders, employees, and creditors [1] - The company is a permanent joint-stock company [4] Chapter 2: Business Objectives and Scope - The company's business objectives include ensuring the safety and appreciation of shareholder investments [5] - The company engages in various activities including non-ferrous metal smelting, chemical product sales, and technology services [5] Chapter 3: Party Building Work - The company has established a Communist Party organization to strengthen party leadership and construction [7] - The party organization plays a core leadership role within the company [3] Chapter 4: Shares - The company issues ordinary shares, with all shares having equal rights [11] - The total number of shares issued by the company is 1,090,242,634 [11] Chapter 5: Shareholders and Shareholders' Meeting - Shareholders have rights to dividends, voting, and supervision of company operations [17] - The company must hold annual and temporary shareholders' meetings as required [26][27]

Core Points - The company has established a management system for accountability regarding significant errors in annual report information disclosure to enhance operational standards and improve the quality and transparency of disclosures [2][3] - The system outlines the responsibilities of personnel involved in the annual report process, emphasizing adherence to accounting standards and internal controls to ensure accurate financial reporting [2][3] - The criteria for identifying significant errors in annual report disclosures include major accounting errors, significant omissions, and discrepancies between performance forecasts and actual results [4][5] Summary by Sections General Principles - The purpose of the system is to increase accountability for annual report disclosures and ensure the authenticity, accuracy, completeness, and timeliness of information [2] - Relevant personnel must comply with accounting standards and internal controls to ensure fair representation of the company's financial status [2][3] Identification and Handling of Significant Accounting Errors - Significant accounting errors are defined by specific thresholds, such as errors affecting total assets, net assets, revenue, and profit by more than 5% or exceeding certain absolute amounts [4] - Corrections to previously published financial reports require auditing by qualified accounting firms [4][5] Identification and Handling of Other Significant Disclosure Errors - Other significant errors include omissions of major accounting policies, guarantees provided to shareholders, and significant lawsuits or contracts affecting net assets by over 10% [5][6] - Discrepancies in performance forecasts and actual results are also considered significant errors if they exceed 50% of the expected range [6] Accountability for Disclosure Errors - The system stipulates that directors and senior management are accountable for providing false or incomplete information, with penalties ranging from reprimands to termination based on the severity of the error [7][8] - The company’s financial department must provide accurate financial data and cooperate with audits to prevent significant disclosure errors [7][8] Additional Provisions - The system allows for varying degrees of penalties based on the circumstances of the error, including potential economic penalties determined by the board [8][9] - The board is responsible for interpreting and revising the system, which takes effect upon approval [9]

Core Points - The article outlines the insider information management and registration system of Henan Yuguang Gold Lead Co., Ltd, aiming to regulate insider information handling and prevent insider trading [1][2][3] Group 1: General Principles - The system is established to ensure the confidentiality of insider information and to maintain fair information disclosure principles according to relevant laws and regulations [1][2] - The board of directors is responsible for ensuring the accuracy and completeness of insider information registries, with the chairman being the primary responsible person [2][3] Group 2: Definition of Insider Information - Insider information refers to non-public information that could significantly impact the company's operations, finances, or stock prices [3][4] - Specific examples of insider information include major changes in business strategy, significant asset transactions exceeding 30% of total assets, and major losses or debts [3][4] Group 3: Registration Management - The company implements a registration and filing management system for insider information, requiring detailed records of individuals who have access to such information [5][6] - The registration must include personal details, the nature of the insider information, and the circumstances under which it was obtained [5][6] Group 4: Confidentiality Obligations - All insider information personnel are required to maintain confidentiality and are prohibited from disclosing or trading based on insider information [10][11] - The company must take necessary measures to control the dissemination of insider information and ensure that only authorized individuals have access [10][11] Group 5: Accountability and Compliance - The company is mandated to conduct self-inspections regarding insider trading activities and report any violations to regulatory authorities [11][12] - Violations of the insider information management system may result in penalties, including potential criminal liability for severe breaches [11][12]

General Provisions - The purpose of the implementation rules is to standardize the decision-making process and the selection of senior management, optimize the composition of the board, and improve the corporate governance structure [2] - The Nomination Committee is established as a specialized working body of the board, responsible for selecting candidates for directors and senior management, and making recommendations to the board [2] Composition of the Committee - The Nomination Committee consists of three directors, including two independent directors [3] - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [3] - The committee has a chairperson who is an independent director, responsible for leading the committee's work [3] Responsibilities and Authority - The Nomination Committee is responsible for formulating selection criteria and procedures for directors and senior management, reviewing candidates' qualifications, and making recommendations on various matters to the board [5] - The board has the authority to reject plans or proposals that may harm shareholders' interests [5] - Major shareholders must respect the committee's recommendations regarding candidates unless there is sufficient reason or reliable evidence to propose alternatives [5] Decision-Making Procedures - The committee will research the selection criteria and procedures for directors and senior management based on relevant laws and the company's actual situation, and submit resolutions to the board for approval [6] - The selection process includes communication with relevant departments, searching for candidates internally and externally, and gathering detailed information about candidates [6] Meeting Rules - Meetings of the Nomination Committee must be announced three days in advance, except in special circumstances [7] - A quorum for meetings requires the presence of at least two-thirds of the committee members [8] - Decisions made in meetings must be recorded, and all members have a confidentiality obligation regarding the discussed matters [8] Supplementary Provisions - The implementation rules take effect upon approval by the board, and previous rules are abolished [9] - Any matters not covered by these rules will be executed according to national laws and regulations [9]

Core Viewpoint - The document outlines the selection and appointment procedures for accounting firms by Henan Yuguang Gold Lead Co., Ltd, emphasizing the importance of maintaining shareholder interests and ensuring high-quality financial information [1][2]. Group 1: General Principles - The selection of accounting firms must comply with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The appointment process requires approval from the audit committee, board of directors, and shareholders [1][2]. - The controlling shareholders and actual controllers are prohibited from designating accounting firms before the board and shareholders' approval [1]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess necessary qualifications as per regulatory requirements and have a solid organizational structure and internal management [2]. - Firms must have a good track record in providing audit services to listed companies and must not have been penalized by regulatory bodies [2][3]. - Confidentiality and data security must be maintained by the accounting firms [2]. Group 3: Selection Procedures - The audit committee is responsible for establishing selection policies, initiating the selection process, and evaluating the proposals [3][4]. - Competitive negotiation, public bidding, and other transparent methods must be used to ensure fairness in the selection process [3][4]. - The selection results must be publicly disclosed, including the chosen firm and audit fees [4]. Group 4: Evaluation and Scoring - The evaluation criteria for accounting firms must include audit fees, qualifications, performance history, and risk management capabilities [5][6]. - Quality management should have a weight of at least 40% in the evaluation, while audit fees should not exceed 15% [5][6]. - The average audit fee from compliant firms will serve as the benchmark for scoring [6]. Group 5: Procedures for Reappointment - The company may reappoint accounting firms under specific circumstances, such as significant quality deficiencies or failure to meet deadlines [7][8]. - The audit committee must investigate the quality of both the previous and proposed firms during the reappointment process [8]. Group 6: Supervision and Penalties - The audit committee is tasked with evaluating the performance of the appointed accounting firms and ensuring compliance with laws and regulations [9]. - Any violations by the selected firms that lead to severe consequences must be reported to the board for appropriate action [9]. Group 7: Implementation and Authority - The new selection system will take effect upon approval by the board and will replace the previous system [10]. - The board retains the rights to interpret and amend the selection system as necessary [10].

Core Viewpoint - The document outlines the management measures for related party transactions of Henan Yuguang Gold Lead Co., Ltd, aiming to standardize related party transaction behaviors, enhance operational compliance, and protect the legal rights of the company and its shareholders [2][3]. Group 1: General Principles - The purpose of the measures is to regulate related party transactions, improve the company's operational standards, and protect the rights of shareholders [2]. - Related party transactions must adhere to principles of fair pricing, compliance with decision-making procedures, and proper information disclosure [2][3]. Group 2: Definition of Related Parties - Related parties include both legal entities and natural persons that have a controlling relationship with the company [4][5]. - Legal entities that are considered related parties include those that directly or indirectly control the company or are controlled by the same entity as the company [4][5]. - Natural persons considered related parties include those holding more than 5% of the company's shares, company directors, and senior management [6][7]. Group 3: Reporting and Disclosure - Company directors, senior management, and shareholders holding more than 5% of shares must report related party lists and relationships to the board [4][10]. - Transactions with related natural persons exceeding 300,000 yuan and with related legal entities exceeding 3 million yuan must be approved by independent directors and disclosed [5][6]. Group 4: Decision-Making Procedures - Related party transactions must be reviewed and approved by the board and, in some cases, the shareholders' meeting, especially for significant transactions [6][12]. - Independent directors must approve related party transactions before submission to the board for review [12][13]. Group 5: Exemptions from Procedures - Certain transactions, such as those providing unilateral benefits without consideration, may be exempt from the usual review and disclosure requirements [14][15]. - Transactions that do not exceed specified thresholds may also be exempt from detailed procedures [14][15]. Group 6: Implementation and Amendments - The measures will take effect after approval by the company's shareholders' meeting and will replace previous related party transaction management measures [16].

Core Viewpoint - The document outlines the internal management system for the temporary suspension and exemption of information disclosure by Henan Yuguang Gold Lead Co., Ltd, emphasizing the need for compliance with legal regulations and the protection of investor rights [1][2]. Group 1: Information Disclosure Regulations - The company must disclose information truthfully, accurately, completely, timely, and fairly, and cannot misuse suspension or exemption to evade disclosure obligations or mislead investors [1][2]. - The company is obligated to maintain state secrets and must not leak confidential information through any form of communication [2][3]. Group 2: Conditions for Suspension and Exemption - The company can suspend or exempt disclosure if it has sufficient evidence that the information involves state secrets or could violate confidentiality regulations [2][3]. - Information related to commercial secrets can be suspended or exempted if it pertains to core technology or could harm the interests of the company or others [2][3]. Group 3: Internal Procedures - The company must follow internal review procedures before implementing any suspension or exemption of disclosure [1][4]. - The board secretary is responsible for organizing and coordinating matters related to the suspension and exemption of information disclosure [3][4]. Group 4: Documentation and Reporting - The company must keep detailed records of any suspension or exemption requests, including the type of information and the reasons for the decision [4][5]. - After the annual, semi-annual, or quarterly reports are published, the company must submit relevant documentation regarding any suspended or exempted disclosures to the regulatory authorities within ten days [5]. Group 5: Accountability and Compliance - If the company fails to disclose information that does not meet the suspension or exemption criteria, or if the reasons for suspension have been resolved, appropriate disciplinary measures will be taken against responsible personnel [5][6]. - The internal management system will be effective upon approval by the board of directors, replacing the previous version of the system [5][6].

General Principles - The rules are established to regulate the behavior of Henan Yuguang Gold Lead Co., Ltd. and ensure that the shareholders' meeting exercises its rights according to the law and company regulations [1] - The company must strictly follow legal and regulatory requirements when convening shareholders' meetings to ensure shareholders can exercise their rights [1][2] Shareholders' Meeting Convening - The board of directors is responsible for convening the shareholders' meeting within the specified timeframe [7] - Independent directors can propose the convening of a temporary shareholders' meeting, and the board must respond within 10 days [8][9] - Shareholders holding more than 10% of the company's shares can request a temporary shareholders' meeting, and the board must respond within 10 days [10][11] Proposals and Notifications - Proposals must fall within the scope of the shareholders' meeting's authority and comply with legal and regulatory requirements [14] - Shareholders holding 1% or more of the shares can submit temporary proposals for consideration at the meeting [15] - Notifications for annual meetings must be sent 20 days in advance, while notifications for temporary meetings must be sent 15 days in advance [16] Meeting Procedures - The shareholders' meeting must be held at the company's registered address or a location specified in the company’s articles [21] - Shareholders can attend in person or through authorized representatives, and voting can be conducted via various methods [22][24] - The meeting must maintain order, and any disruptions should be reported to the relevant authorities [23] Voting and Resolutions - Resolutions can be classified as ordinary or special, with different voting thresholds required for each type [40][41] - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds of the votes [42] - The results of the voting must be announced promptly, including details of the number of shareholders present and the voting outcomes [42][43] Record Keeping and Compliance - Meeting records must be maintained, detailing the time, location, attendees, and outcomes of each proposal [44] - The company must ensure compliance with all legal and regulatory obligations, including timely disclosures following the meeting [46][52]