Core Viewpoint - The financing management system of Anzheng Fashion Group Co., Ltd. aims to strengthen financing management, standardize financing behavior, reduce financing costs, and effectively prevent financial management risks [1][2]. Group 1: General Principles - The financing includes both equity financing and debt financing, with equity financing increasing equity capital and debt financing increasing liabilities [1]. - The company must draft financing plans based on financing goals and annual budgets, clearly defining the purpose, scale, structure, and methods of financing [1]. - Financing activities should align with the company's medium to long-term strategic development plan, balancing long-term and current interests, and considering the impact on capital structure and debt repayment capability [2]. Group 2: Decision-Making and Implementation - The company’s president, board of directors, and shareholders' meeting have decision-making authority over financing matters within their respective scopes [2]. - A written financing plan must detail the financing amount, reasons, methods, and uses of funds, as well as any guarantees provided [2][3]. - The approval process for loans or financing leases involves the finance management department's application, financial director's approval, and adherence to approval procedures [2][3]. Group 3: Approval Authority - The approval authority for financing applications varies based on the amount, with specific thresholds for board and shareholders' meeting approvals [2][3]. - The financing approval authority can be adjusted as needed based on business development, requiring application and approval [3]. Group 4: Fund Management and Usage - The company must use funds strictly according to the approved financing plan, prohibiting unauthorized changes to fund usage [4]. - Debt repayment management is crucial, with arrangements for timely payment of principal and interest based on financing agreements [5]. Group 5: Supervision and Accountability - The audit department is responsible for internal control supervision of financing activities, conducting regular audits to ensure compliance with the financing management system [6]. - Any violations or failures in duty by relevant personnel may result in economic penalties or administrative sanctions, and those causing damage to the company may be liable for compensation [7]. Group 6: Miscellaneous Provisions - Any matters not covered by this system will follow national laws and regulations, and the system will take effect upon approval by the board of directors [9].

Core Viewpoint - The document outlines the management system for the shares held by directors and senior management of Anzheng Fashion Group Co., Ltd, emphasizing compliance with relevant laws and regulations regarding share transfers and disclosures [1][2]. Summary by Sections Management of Shareholdings - The company establishes a system to manage the shares held by its directors and senior management, in accordance with the Company Law, Securities Law, and other relevant regulations [1]. - Directors and senior management must adhere to restrictions on share transfers as stipulated by laws and regulations [2]. Transfer Restrictions - Share transfers by directors and senior management are prohibited under certain conditions, including within one year of the company's stock listing and within six months after leaving the company [2]. - Additional restrictions apply if the company is under investigation for securities violations or if the individual is subject to legal penalties [2]. Transfer Limits - Directors and senior management can transfer a maximum of 25% of their total shareholdings each year, with exceptions for certain circumstances such as judicial enforcement or inheritance [3]. - If the number of shares held is less than 1,000, they may transfer all shares at once without being subject to the 25% limit [3]. New Share Issuance and Incentives - New shares acquired through public or private issuance, equity incentive plans, or other means can be transferred up to 25% in the year they are acquired, with limited conditions applying to shares with restrictions [4][5]. Disclosure Requirements - Directors and senior management must report shareholding changes within two trading days, including details such as the number of shares before and after the change [6]. - A reduction plan must be disclosed 15 trading days prior to any planned share sales, detailing the number of shares, time frame, and reasons for the sale [5][6]. Insider Trading Regulations - Directors and senior management are prohibited from trading shares based on insider information and must ensure that close relatives and associates do not engage in such trading [8][9]. - Violations of trading regulations will result in the company recovering any profits made from such trades [7]. Reporting and Compliance - The company must disclose the trading activities of directors and senior management in its annual and semi-annual reports, including the number of shares held at the beginning and end of the reporting period [9][10]. - The board of directors is responsible for ensuring compliance with these regulations and must report any violations to regulatory authorities [10].

Core Points - The article outlines the internal information management system of Anzheng Fashion Group Co., Ltd, aimed at regulating insider information management and ensuring the confidentiality of such information to protect investors' rights [2][3][4]. Group 1: General Provisions - The company establishes this system to comply with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2]. - The Board of Directors is designated as the management body for insider information, with the Board Office responsible for supervision and disclosure [2][3]. Group 2: Insider Information and Its Scope - Insider information refers to non-public information that significantly impacts the company's operations, finances, or stock prices [3][4]. - The scope of insider information includes major changes in business policies, significant investments, undisclosed financial reports, dividend distribution plans, and other critical corporate events [3][4][5]. Group 3: Insider Information Registrant Management - The company must maintain a record of individuals who have access to insider information before it is publicly disclosed, including their details and the nature of the information [5][6]. - The company is required to create a memorandum of significant events during major corporate actions, documenting key decision points and involved personnel [7][8]. Group 4: Confidentiality Management - Individuals with access to insider information are obligated to maintain confidentiality and are prohibited from disclosing or trading based on such information [9][10]. - The company must ensure that any provision of non-public information to major shareholders or insiders is documented and accompanied by confidentiality agreements [10][11]. Group 5: Accountability - The company reserves the right to impose penalties on individuals who leak insider information or engage in insider trading, with potential criminal liability for severe violations [11][12]. - The company retains the right to pursue claims against directors, senior management, and major shareholders for any losses incurred due to breaches of this regulation [11][12].

安正时尚集团股份有限公司 独立董事工作制度 第一章 总则 第一条 为进一步完善安正时尚集团股份有限公司(以下简称"公司")的 治理结构，规范独立董事行为，充分发挥独立董事在公司治理中的作用，切实保 护中小股东及利益相关者的利益，促进公司的规范运作，根据《中华人民共和国 公司法》《上市公司治理准则》《上市公司独立董事管理办法》《上市公司独立 董事履职指引》《上海证券交易所上市公司自律监管指引第 1 号——规范运作》 和《安正时尚集团股份有限公司章程》（以下简称《公司章程》）等相关规定， 并结合公司实际，制定本制度。 第二条 独立董事是指不在公司担任除董事外的其他职务，并与公司及其 主要股东、实际控制人不存在直接或者间接利害关系，或者其他可能妨碍其进行 独立客观判断关系的董事。 独立董事应当独立履行职责，不受公司及其主要股东、实际控制人等单位或 者个人的影响。 第三条 独立董事对公司及全体股东负有忠实与勤勉义务，应当按照法律、 行政法规、中国证券监督管理委员会（以下简称"中国证监会"）规定、证券交 易所业务规则和《公司章程》的规定，认真履行职责，在董事会中发挥参与决策、 监督制衡、专业咨询作用，维护公司整体利益， ...

安正时尚集团股份有限公司 利润分配管理制度 为进一步规范安正时尚集团股份有限公司（以下简称"公司"）利润分配行为，推动公 司建立科学、持续、稳定的分红机制，保护中小投资者合法权益，根据《中华人民共和国公 司法》《中华人民共和国证券法》 《上市公司章程指引》《上市公司监管指引第 3 号——上市 公司现金分红》《上海证券交易所股票上市规则》等法律、法规及规章的有关规定以及《安 正时尚集团股份有限公司章程》 （以下简称《公司章程》 ），结合公司实际情况，制定本制度。 第二条 公司每年的税后利润，按下列顺序和比例分配： （一）弥补以前年度亏损； （二）提取法定公积金； （三）提取任意公积金； （四）支付股东股利。 公司弥补亏损和提取公积金后所余税后利润，股东股利按股东持有股份比例进行 分配。企业以前年度未分配的利润，可以并入本年度向股东分配。 第一章 利润分配政策 第一条 公司利润分配原则主要包括： （一）重视对投资者的合理投资回报，兼顾公司合理资金需求以及可持续发展。 （二）实施持续、稳定的股利分配政策。 （三）公司利润分配不得超过累计可分配利润的范围，不得损害公司持续经营能 力。 第三条 公司利润分配的形式：公司 ...

安正时尚集团股份有限公司 董事会审计委员会工作制度 第一章 总则 第一条 为强化安正时尚集团股份有限公司（以下简称"公司"）董事会决 策功能，建立和健全董事会的审计评价和监督机制，进一步完善公司治理结构， 确保董事会对经理层的有效监督，公司董事会根据《中华人民共和国公司法》 （以 下简称《公司法》）、《上市公司治理准则》《上海证券交易所上市公司自律监 管指引第 1 号——规范运作》 《安正时尚集团股份有限公司章程》 （以下简称《公 司章程》）及其它有关规定，特决定设立安正时尚集团股份有限公司董事会审计 委员会（以下简称"委员会"），并制订本工作制度。 第二条 委员会所作决议，必须遵守《公司章程》、本工作制度及其他有关 法律、法规和规范性文件的规定。 第三条 委员会根据《公司章程》和本工作制度规定的职责范围履行职责， 独立工作，不受公司其他部门干涉。委员会对董事会负责，向董事会报告工作。 第二章 人员构成 第四条 委员会由三名董事组成，委员应当为不在公司担任高级管理人员的 董事，其中过半数委员须为公司独立董事。委员中至少有一名独立董事为专业会 计人士。公司董事会成员中的职工代表可以成为委员。 委员会全部成员均须 ...

Core Viewpoint - The document outlines the financial management system for subsidiaries of Anzheng Fashion Group Co., Ltd, aiming to enhance management and control, streamline investment relationships, and ensure compliance with relevant laws and regulations [2][4]. Group 1: General Principles - The financial management system is established to strengthen the management and control of subsidiaries, improve operational mechanisms, and protect the rights of the company and its investors [2]. - Subsidiaries are defined as independent legal entities established to enhance the company's competitiveness, including wholly-owned and controlling subsidiaries [2][3]. Group 2: Financial Management and Reporting - Subsidiaries must establish and improve their financial management systems to accurately reflect financial status, operational results, and cash flows, while complying with national tax regulations [4][5]. - A budget and cost management system should be established to enhance financial forecasting, accounting, supervision, and analysis [4][7]. Group 3: Accounting and Cost Management - Subsidiaries are required to follow national accounting standards and the company's financial management requirements for all economic activities [5][6]. - A cost management system must be developed to control expenses and improve economic efficiency [7][8]. Group 4: Fund Management - Subsidiaries should create a fund management system that aligns with the company's operational goals, including preparing annual and monthly fund usage plans [9][10]. - Strict adherence to relevant laws and internal control measures is required to ensure the safety and integrity of monetary funds [9][10]. Group 5: Intercompany Relationships - The operational goals of subsidiaries must align with the company's overall objectives to ensure balanced and efficient development [11][12]. - Subsidiaries must report significant external investment projects to the company for approval, ensuring compliance with internal procedures [10][11]. Group 6: Information Disclosure - Subsidiaries are obligated to report significant information that may impact the company's stock and derivatives trading prices, adhering to disclosure management regulations [12][13]. - Confidentiality obligations are imposed on parties involved until the information is publicly disclosed [12].

Core Points - The company has established an internal accountability system to ensure that directors and senior management fulfill their responsibilities and to pursue accountability for any personal misconduct that results in losses to the company [2][4][11] - The internal accountability system applies to various aspects including information disclosure management, corporate governance, financial accounting management, and investor relations management [4][5][6] Summary by Sections General Principles - The internal accountability system aims to strengthen internal constraints and improve corporate governance effectiveness [2][4] - It emphasizes fairness, justice, and the principle of accountability being personal rather than corporate [4][5] Accountability Matters and Methods - Specific situations that warrant accountability include false disclosures, late disclosures, and incomplete disclosures [6][7] - Governance issues such as undue interference from controlling shareholders and violations of legal procedures also trigger accountability [5][6] - Financial management failures, including falsifying financial documents and misusing raised funds, are grounds for accountability [6][8] - Violations related to stock trading by directors and senior management are also addressed [8][9] - Investor relations mismanagement, such as obstructing investor participation and failing to respond to inquiries, can lead to accountability [9][10] Accountability Procedures - The audit committee is designated as the specialized body responsible for accountability matters [12][13] - The company must initiate accountability mechanisms within five days of discovering issues or receiving regulatory documents, completing the process within fifteen days [12][13] - All departments and individuals have the right to report misconduct [12][13] Public Disclosure of Accountability - Accountability decisions involving directors and senior management must be reported to regulatory authorities within three working days [12][13] - Any internal accountability measures that are subject to disclosure must be made public promptly [12][13] Additional Provisions - The system defines senior management roles and outlines the responsibilities of the board of directors and the audit committee [12][13] - The board of directors is responsible for interpreting the internal accountability system, which takes effect upon approval [12][13]

Core Points - The company has established an internal reporting system for significant information to ensure timely, accurate, and complete disclosure of information to investors [1][2] - The system defines significant information as any undisclosed information that could materially affect investment decisions or the trading price of the company's stock [2][3] - The board of directors is responsible for managing significant information, while the board secretary oversees the disclosure process [3][6] Group 1 - The reporting obligations apply to major shareholders, senior management, and other key personnel who must report significant information to the board secretary [2][4] - Major shareholders and directors must notify the company of any share reductions or significant changes in their shareholding status within specified timeframes [4][6] - The company emphasizes confidentiality obligations for all individuals who have access to undisclosed information [3][8] Group 2 - The reporting process requires immediate reporting of significant information to the board chairman and board secretary, ensuring the accuracy and completeness of the information provided [11][12] - The company mandates that any contracts or agreements involving significant information must be communicated to the board secretary prior to signing [5][9] - The board secretary is responsible for analyzing reported information and determining the necessity of public disclosure [17][19] Group 3 - The company has established procedures for reporting various significant events, including changes in management, financial conditions, and legal matters [13][14] - The reporting format includes written, verbal, and electronic communications to ensure timely updates [16][18] - The company holds individuals accountable for failing to report significant information in a timely manner, with potential disciplinary actions for non-compliance [23][24]

General Principles - The purpose of the management system for subsidiaries is to standardize their operational behavior, promote healthy development, optimize resource allocation, and enhance operational enthusiasm and creativity [1] - The term "subsidiary" refers to companies established by the parent company that have independent legal status and include wholly-owned subsidiaries and those where the parent company holds more than 50% of the shares [1] Personnel Management - The parent company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints directors and senior management according to the subsidiary's articles of association [4] - Directors and senior management of subsidiaries have responsibilities including compliance with laws, execution of parent company strategies, and regular reporting on operational conditions [4][5] Financial Management - The parent company appoints financial officers for subsidiaries who must report on asset operation and financial status regularly [7] - Subsidiaries must adhere to the parent company's accounting policies and submit monthly and quarterly financial reports, along with annual budget reports [8] Operational Decision-Making Management - Subsidiaries must align their operational and development plans with the parent company's overall strategy [14] - Investment decisions must follow a structured process, including feasibility studies and project evaluations, to maximize investment efficiency [15] Internal Audit Supervision - The parent company conducts regular audits of subsidiaries, focusing on economic efficiency and compliance with regulations [10] - Subsidiaries must cooperate with audits and implement audit recommendations promptly [11] Information Management - Subsidiaries are required to provide accurate and timely information to the parent company, especially regarding significant events that may impact stock prices [26][27] - The subsidiary's general manager is responsible for information disclosure and must report relevant information to the parent company's board secretary [27]