General Principles - The company establishes a management system for the resignation of directors and senior management to ensure governance continuity and protect the rights of shareholders [1] - This system applies to all forms of termination of office, including expiration of term, resignation, dismissal, and loss of qualification [1] Resignation Procedures - Directors can resign before their term ends by submitting a written resignation report, which will take effect unless it results in a violation of minimum member requirements [2] - The company must complete the election of a new director within 60 days of a resignation to maintain compliance with legal and regulatory requirements [2] Responsibilities Upon Resignation - Directors must specify the resignation date, reasons, and any ongoing commitments in their resignation report [3] - If a director resigns for reasons other than term expiration, they must report to the audit committee and disclose any violations or irregularities [3][4] Post-Resignation Obligations - Directors remain liable for responsibilities incurred during their tenure, and their obligations to the company and shareholders continue for two years post-resignation [5] - Confidentiality obligations regarding company secrets persist until the information becomes public [5] Violations and Penalties - The company can impose penalties for violations of the resignation procedures, including warnings, demotions, or legal action [6] - Any improper gains obtained by a director due to violations must be returned to the company [6] Application to Senior Management - The resignation procedures for senior management are similar to those for directors, requiring written reports and adherence to the established system [7] - The company board is responsible for the formulation and interpretation of this management system [7]

Core Viewpoint - The company, Furande Co., Ltd., is set to hold a half-year performance briefing on September 4, 2025, to discuss its operational results and financial status for the first half of 2025, allowing investors to engage in a Q&A session [1][2]. Group 1: Meeting Details - The meeting will take place on September 4, 2025, from 11:00 AM to 12:00 PM [1][2]. - The venue for the meeting is the Shanghai Stock Exchange Roadshow Center, accessible online [1][2]. - The format of the meeting will be an interactive online session [1][2]. Group 2: Participation Information - Investors can submit questions from August 28, 2025, to September 3, 2025, by visiting the Shanghai Stock Exchange Roadshow Center website or via the company's email [2][3]. - The meeting will feature key personnel including the Chairman, General Manager, CFO, Board Secretary, and Independent Directors [2]. Group 3: Contact Information - For inquiries, investors can contact the company's securities department via phone or email [3].

福然德股份有限公司 财务总监职责及工作细则 第一章?? 总则 第一条 为充分发挥财务总监的作用，确保实现财务总监工作目标，发挥财 务总监在加强经济管理、提高经济效益中的作用，根据《中华人民共和国公司法》 （以下简称公司法）和《福然德股份有限公司章程》（以下简称公司章程）的规 定，特制定财务总监职责及工作细则。 第二条 财务总监是公司财务负责人，是对公司财务活动和会计活动进行管 理和监控的高级管理人员。 第二章?? 财务总监的任免 第三条 公司设财务总监一人，财务总监经总经理提名，由董事会聘任或解 聘。 第四条 公司财务总监必须专职，财务总监不得在集团等控股股东单位及其 下属公司中担任其他职务。财务总监在本公司领薪。 第五条 财务总监每届任期三年，连聘可以连任。 （二）具有较全面的财会专业理论知识和现代公司管理知识,熟悉财经法律、 法规和制度； （三）具有会计、审计、经济类中级以上专业技术资格,并曾担任公司总会 计师或财务会计机构负责人 2 年以上； （四）不至因身体原因干扰、影响其任职工作。 第七条 《公司法》规定的情形，因渎职造成公司重大经济损失的人员；有 违反国家财经法律、法规和制度,弄虚作假、贪污受贿等 ...

福然德股份有限公司 内部审计制度 第一章 总则 第一条 为了进一步规范公司内部审计工作，明确内部审计机构和人员的责 任，保证审计质量，明确审计责任，促进经营管理，提高经济效益，根据《中华 人民共和国公司法》《上海证券交易所上市公司自律监管指引第 1 号——规范运 作》《中国内部审计准则》以及《公司章程》等相关规定，并结合公司实际情况， 制定本制度。 第二条 公司的内部审计是一种独立、客观的确认和咨询活动，它通过运用 系统、规范的方法，审查和评价公司的业务活动、内部控制和风险管理的适当性 和有效性，以促进组织完善治理、增加价值和实现目标。 第三条 内部审计的基本原则：独立性原则、合法性原则、实事求是原则、 客观公正原则、廉洁奉公原则、保守秘密原则。 第二章 内部审计机构和审计人员 第四条 公司设立审计部，对公司内部控制制度的建立和实施、公司财务信 息的真实性和完整性等情况进行检查监督。 审计部应当保持独立性，不得置于财务部门的领导之下，或者与财务部门合 署办公。 审计委员会负责监督及评估审计部工作。审计部对审计委员会负责，向审计 委员会报告工作。 第五条 审计部设审计负责人一名，负责审计部的全面工作。并配备若干 ...

General Provisions - The purpose of the guidelines is to standardize the responsibilities and authority of the board secretary of Furan De Co., Ltd., enhance corporate governance, and ensure compliance with relevant laws and regulations [1][2] - The company appoints one board secretary who is a senior management member and is responsible to the company and the board [1][2] Qualifications - The board secretary must possess good professional ethics, personal qualities, and necessary knowledge in finance, management, and law, along with relevant work experience [2][3] - Individuals who fall under certain disqualifications, such as being banned from serving as a director or senior management by regulatory authorities, cannot be appointed as board secretary [2][3] Responsibilities - The board secretary is responsible for managing information disclosure, coordinating communication with investors and regulatory bodies, and organizing board and shareholder meetings [3][4] - The board secretary must ensure compliance with confidentiality regarding undisclosed significant information and report any breaches to the stock exchange [3][4] - The board secretary has the authority to access the company's financial and operational information and request necessary documents from relevant departments [4][5] Appointment and Dismissal Procedures - The board secretary is nominated by the chairman and appointed or dismissed by the board, with a term of three years [5][6] - The company must appoint a new board secretary within three months after the previous one leaves [5][6] - Grounds for dismissal include disqualification, inability to perform duties for over three months, or significant errors causing major losses [6][7] Miscellaneous - The guidelines will take effect upon approval by the board and will be interpreted by the board [7][8]

Core Points - The article outlines a management system for the deferral and exemption of information disclosure by companies, ensuring compliance with relevant laws and regulations [1][2] - Companies can autonomously determine whether to defer or exempt disclosure of information that involves trade secrets, without needing to apply to the Shanghai Stock Exchange [1][2] - Specific conditions under which companies can defer or exempt disclosure include potential unfair competition, infringement of commercial secrets, and significant harm to interests [1][2][3] Summary by Sections Information Disclosure Management - The system is established to regulate the deferral and exemption of information disclosure, in accordance with the Securities Law and relevant stock exchange rules [1] - Companies are responsible for assessing the need for deferral or exemption based on the nature of the information [1][2] Definition of Trade Secrets - Trade secrets are defined as information that is not publicly known, provides economic benefits, and is subject to confidentiality measures [2] - National secrets are also defined, relating to information that impacts national security and interests [2] Procedures for Deferral and Exemption - Business leaders must submit relevant project materials and reasons for deferral or exemption to the board office for review [2][3] - The board secretary must assess whether the information meets the criteria for deferral or exemption within two trading days [2][3] Documentation and Record-Keeping - Companies must maintain records of deferred or exempted disclosures for at least ten years, including details of the internal review process and insider information [3][4] - Specific information regarding the type of disclosure, internal review procedures, and reasons for deferral must be documented [3] Conditions for Disclosure After Deferral - Companies must disclose information if the reasons for deferral are no longer valid, if confidentiality is compromised, or if the information has leaked [4] - Relevant materials must be submitted to regulatory bodies within ten days following the publication of periodic reports [4]

福然德股份有限公司 对外信息报送和使用管理制度 第一条 为进一步加强福然德股份有限公司（以下称"公司"） 定期报告、 临时报告及重大事项在编制、审议和披露期间相关信息的对外报送及使用的管 理，规范外部信息报送管理事务，确保公平信息披露，杜绝泄露内幕信息、内 幕交易等违法违规行为，根据《中华人民共和国公司法》、《中华人民共和国证 券法》、《上海证券交易所股票上市规则》、《上市公司信息披露管理办法》等法 律法规、规范性文件、业务规则及《福然德股份有限公司章程》（以下简称 "《公司章程》"）的有关规定，结合公司实际情况，制定本制度。 第二条 本制度所指"信息"是指对公司股票及衍生品种的交易价格可能产 生重大影响的尚未公开的信息，包括但不限于定期报告、临时报告、财务数据 以及正在策划、编制、审批和披露期间的重大事项。 尚未公开是指公司尚未在上海证券交易所网站和符合国务院证券监督管理 机构规定条件的媒体发布。 第三条 本制度适用于公司及下设各职能部门、控股子公司，公司的董事、 高级管理人员及其他相关人员，公司对外报送信息涉及的外部单位或个人。 第四条 公司董事会是信息对外报送的最高管理机构，董事会秘书负责对外 信息报送 ...

Core Viewpoint - The company has established an investor relations management system to enhance communication with investors, improve corporate governance, and maximize overall and shareholder interests [1][2]. Group 1: Investor Relations Management Principles - The company emphasizes the importance of investor relations management, ensuring necessary communication channels and a good two-way communication mechanism with investors [2]. - The management activities must adhere to principles of openness, fairness, and accuracy, avoiding the release of undisclosed significant information or misleading statements [2][5]. - The company is required to establish a management mechanism, appoint a board secretary to oversee investor relations, and ensure staff have the necessary professional knowledge [5][6]. Group 2: Responsibilities and Basic Principles - Key responsibilities include handling investor inquiries, managing communication channels, and ensuring investors can exercise their rights [7][8]. - The management principles include compliance, equality, proactivity, and honesty, ensuring all investors, especially minority shareholders, are treated fairly [5][8]. Group 3: Communication Content and Methods - Communication with investors should cover the company's development strategy, legal disclosures, operational management, and other relevant information [8][10]. - The company should utilize multiple channels and platforms for investor relations, including the company website, new media, and direct communication methods like meetings and roadshows [7][9]. Group 4: Investor Meetings and Feedback - The company is required to hold investor meetings to explain performance, respond to questions, and gather feedback, especially after significant disclosures [11][12]. - It must actively engage with shareholders, particularly minority shareholders, to gather their opinions before making decisions on cash dividends and other significant matters [13][14]. Group 5: Documentation and Compliance - The company must maintain detailed records of investor relations activities, including participant details and communication content, ensuring compliance with disclosure regulations [30][31]. - The investor relations management archives should be organized and preserved for a minimum of three years, ensuring confidentiality and security [36][37].

Core Points - The document outlines the management system for subsidiaries of Furande Co., Ltd, aiming to enhance control mechanisms and improve operational efficiency [1][2] - It emphasizes the importance of aligning subsidiary operations with the overall goals and long-term plans of the parent company [2][3] Group 1: General Principles - The purpose of the management system is to strengthen control over subsidiaries and protect the interests of the company and its investors [1] - The company holds the right to manage significant matters of subsidiaries while also having the obligation to provide guidance and supervision [1][2] - Subsidiaries are required to operate independently within the framework of the parent company's overall objectives [1][2] Group 2: Governance and Daily Operations - Subsidiaries must establish a sound governance structure and operational system in accordance with relevant laws and regulations [2][3] - Daily operations, investment projects, and major decisions must align with the parent company's strategic goals [2][3] - Major matters such as restructuring, mergers, and significant financial transactions require adherence to legal and procedural guidelines [2][3] Group 3: Financial Management - The financial management of subsidiaries is tasked with implementing national fiscal and tax policies while ensuring the legality and accuracy of accounting records [4][5] - Subsidiaries must follow the parent company's financial accounting standards and submit consolidated financial statements [4][5] Group 4: Auditing and Supervision - The parent company conducts regular audits of subsidiaries to assess economic efficiency and compliance with regulations [4][5] - Subsidiaries are required to cooperate with audits and implement approved audit recommendations [4][5] Group 5: Internal Information Management - The chairman or executive director of the subsidiary is responsible for providing information to the parent company [5][6] - Subsidiaries must ensure timely and accurate reporting of significant information that could impact the company's image or stock price [5][6] - Financial reports and project updates must be submitted regularly to the parent company [6][7]

Core Viewpoint - The company has established an internal reporting system for significant information to ensure timely, accurate, and comprehensive disclosure of information, thereby protecting investors' rights [1][2]. Group 1: Internal Reporting System - The internal reporting system is designed for reporting events that may significantly impact the company's securities and derivatives trading prices [1]. - Information report obligors include directors, senior management, department heads, and major shareholders [1][2]. - The system applies to the company, its subsidiaries, and significant shareholders, requiring timely notification of events that could affect stock prices [2]. Group 2: Scope of Significant Information - Significant information includes matters to be submitted for board or shareholder meetings, major transactions, and changes in board meeting schedules [2][3]. - Major transactions that require reporting include asset purchases or sales exceeding 10% of the company's audited total assets or net assets, and transactions with absolute amounts over 1 million [3]. - Related party transactions and litigation matters that could significantly impact stock prices must also be reported [4]. Group 3: Reporting Procedures - Obligors must report significant information immediately via direct communication and submit written documentation within two days [7]. - The board secretary is responsible for analyzing reported information and ensuring compliance with disclosure obligations [5]. - Regular training will be provided to ensure timely and accurate reporting of significant information [11]. Group 4: Management and Accountability - The company implements a real-time reporting system for significant information, ensuring that all relevant personnel are informed [10]. - Failure to report significant information in a timely manner may result in accountability measures against responsible personnel [12]. - The board of directors is responsible for interpreting and revising the reporting system, which takes effect upon approval [14].