Core Viewpoint - The company has established a profit distribution management system to ensure a scientific, sustainable, and stable dividend mechanism, protecting the legitimate rights and interests of minority investors [1][2]. Profit Distribution Policy - The company emphasizes reasonable returns for investors while considering its funding needs and sustainable development [1]. - The distribution of annual after-tax profits follows a specific order: covering previous losses, allocating statutory reserves, discretionary reserves, and then paying dividends to shareholders [1][2]. - The company prioritizes cash dividends but may also use stock dividends or a combination of both, depending on profitability and operational needs [2][3]. Dividend Conditions and Proportions - Cash dividends will be distributed only if the company is profitable, has no unaddressed losses, and has sufficient cash to support normal operations [3]. - The company aims to distribute at least 20% of its distributable profits as cash dividends each year [3]. - In cases of significant capital expenditures, the minimum cash dividend proportions vary based on the company's development stage, ranging from 20% to 80% [4][5]. Decision-Making Mechanism - The profit distribution proposal is developed by the management and board, considering the company's articles of association, profitability, funding needs, and shareholder return plans [5][6]. - Independent directors can express opinions if they believe the cash dividend proposal may harm the company or minority shareholders [6]. Supervision and Constraints - The company must disclose its profit distribution plans and the execution of cash dividend policies in regular reports [7]. - Any changes to the profit distribution policy due to significant external or internal changes must be approved by a two-thirds majority of the voting rights at the shareholders' meeting [7]. Implementation - The profit distribution management system will take effect after approval by the shareholders' meeting [7].

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]

Core Viewpoint - The company establishes an investor relations management system to enhance communication with investors, protect their rights, and improve corporate governance and overall value [1][2][3] Group 1: Objectives and Principles of Investor Relations Management - The purpose of investor relations management is to create a two-way communication channel with investors, enhance their understanding and support of the company, and maximize overall benefits for the company and shareholders [2][3] - The management should adhere to principles of compliance, equality, and proactivity, ensuring all investors are treated fairly and that their opinions are actively sought [3][5] Group 2: Communication Methods and Content - The company will communicate with investors through various means, including regular and interim reports, dedicated investor consultation channels, and shareholder meetings [6][7] - Key communication content includes the company's development strategy, legal disclosures, operational management information, and responses to investor inquiries [8] Group 3: Responsibilities and Management Structure - The board of directors is responsible for investor relations management, with the board secretary overseeing daily operations [14] - Responsibilities include handling investor inquiries, organizing communication events, and ensuring compliance with information disclosure regulations [11][12]

安正时尚集团股份有限公司 总裁工作制度 第一章 总则 第一条 为适应现代企业制度的要求，促进公司经营管理的制度化、规范化、 科学化，确保公司重大经营决策的正确性、合理性，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》）等法律、法规及 规范性文件和《安正时尚集团股份有限公司章程》 （以下简称《公司章程》）等的规定， 特制定总裁工作制度。 第二条 总裁是董事会领导下的公司日常经营管理的负责人。总裁对董事会负 责，执行董事会决议，主持公司的日常生产经营和管理工作。 第二章 总裁的聘任 第三条 公司总裁由董事长提名，董事会聘任。总裁经营班子成员由总裁提名， 董事会聘任。 公司董事可受聘兼任总裁、副总裁及经营班子其他成员，但兼任总裁或者其他高 级管理人员职务的董事以及由职工代表担任的董事，总计不得超过公司董事总数的二 分之一。 第四条 公司设总裁一人，并根据需要设副总裁 1-3 名。 公司总裁、副总裁、财务总监构成公司总裁经营班子。总裁经营班子是公司日常 经营管理的指挥和运作中心。 第五条 总裁、副总裁、财务总监必须专职，不得在控股股东、实际控制人及 其控制的其 ...

Core Points - The internal control system of Anzheng Fashion Group aims to enhance regulatory compliance, operational efficiency, asset security, accurate information disclosure, and fraud prevention [2][3][4] - The board of directors is responsible for the establishment and effective execution of the internal control system [2][3] - The internal control principles include comprehensiveness, significance, checks and balances, adaptability, and cost-effectiveness [2][3][4] Group 1: Internal Control Objectives - The internal control system aims to ensure compliance with laws and regulations [2] - It seeks to enhance operational efficiency and increase shareholder returns [2] - The system is designed to safeguard company assets and prevent losses [2][3] Group 2: Internal Control Components - Key elements of internal control include internal environment, goal setting, risk identification, risk assessment, risk response, control activities, information and communication, and monitoring [3][4] - The company must continuously improve its governance structure and establish effective incentive mechanisms [4][5] Group 3: Control Activities - Internal control activities cover all operational aspects, including sales, procurement, inventory management, and financial management [4][5] - The company must strengthen management control over subsidiaries and related transactions [5][6] Group 4: Risk Management - The company is required to develop a risk assessment system to monitor various risks continuously [5][6] - It must ensure timely communication of risk information to the board and senior management [5][6] Group 5: Financial Management - The company must establish a management system for raised funds, ensuring proper storage, approval, and usage [11][12] - Strict approval procedures for significant investments and financial assistance must be followed [12][14] Group 6: Information Disclosure - The company must adhere to regulations regarding information disclosure, ensuring timely and accurate reporting of significant events [16][17] - A confidentiality system for major information must be established to protect sensitive data [16][17] Group 7: Internal Audit and Evaluation - The internal audit department is responsible for evaluating the effectiveness of the internal control system and reporting findings to the board [17][18] - The company must conduct annual self-evaluations of its internal control system and disclose results to the stock exchange [19][20]

安正时尚集团股份有限公司 董事会秘书工作制度 第一章 总则 第一条 为进一步规范安正时尚集团股份有限公司（以下简称"公司"）董事会 秘书的选任程序、工作职责和考核工作，促使董事会秘书更好地履行职责，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》） 、《上海证券交易所股票上市规则》 公司应当设立信息披露事务部门，由董事会秘书负责管理。 第三条 董事会秘书对公司和董事会负责，应忠实、勤勉地履行职责，承担法律、 法规及《公司章程》对高级管理人员所要求的义务，享有相应的工作职权。 第四条 公司董事会在聘任董事会秘书的同时，聘任一名证券事务代表，协助董 事会秘书履行职责。 第五条 公司董事会秘书和证券事务代表均应遵守本制度的规定。 第二章 董事会秘书的聘任、解聘及任职资格 第六条 董事会秘书由董事长提名，经董事会聘任或解聘。 第七条 董事会秘书可以由公司董事、总裁、副总裁或财务总监担任。 《上海证券交易所上市公司自律监管指引第 1 第二条 公司设董事会秘书一名，董事会秘书为公司高级管理人员，为公司与上 海证券交易所的联络人。 号——规范运作》等法律、法规、规范 ...