General Overview - The document outlines the work system for the board secretary of Shenzhen Guangfeng Technology Co., Ltd, aiming to standardize operations and clarify the responsibilities and authority of the board secretary [1] Board Secretary Qualifications and Appointment - The company appoints one board secretary who must comply with laws, regulations, and the company's articles of association, and is responsible to the company and the board [2] - The board secretary is a senior management position with the right to attend relevant meetings and access company financial and operational information [2] - The board secretary is nominated by the chairman and appointed or dismissed by the board, with a term of three years that can be renewed [2] Responsibilities of the Board Secretary - The board secretary is responsible for handling information disclosure, ensuring compliance with disclosure obligations, and managing investor relations [3][5] - The board secretary must organize and attend board meetings and assist in establishing internal control systems [5][6] - The board secretary has the authority to report any obstruction in performing duties directly to the Shanghai Stock Exchange [8] Procedures and Reporting - The board secretary must be informed of significant company meetings and decisions, and is responsible for coordinating information disclosure activities [9] - In case of vacancy, the board must promptly appoint an acting board secretary and disclose this information [5] Compliance and Ethics - The board secretary must adhere to the company's articles of association and fulfill legal responsibilities, ensuring no misuse of power for personal gain [8][9]

Core Viewpoint - The document outlines the investment management guidelines for Shenzhen Guangfeng Technology Co., Ltd., aiming to enhance corporate governance, streamline investment decision-making processes, and ensure compliance with relevant laws and regulations [1]. Investment Decision Authority - Investment projects must be approved by the company's shareholders, board of directors, chairman, and general manager according to their respective authority levels [1]. - Specific thresholds for board and shareholder approval are established, including asset total exceeding 50% of total audited assets or transaction amounts exceeding 50% of market value [2]. - The chairman has the authority to decide on investments that meet certain criteria, such as asset totals exceeding 3% of total audited assets [3][4]. Investment Procedures - Investment proposals for core business areas must be submitted in writing by shareholders, directors, and relevant departments [9]. - The strategic investment department conducts preliminary analyses of investment opportunities, considering market prospects and alignment with the company's long-term strategy [18]. - Non-core investment proposals follow a similar process, requiring approval from the chairman or general manager before submission to the board [22][24]. Implementation and Oversight - Once approved, the general manager or authorized personnel are responsible for the implementation of investment projects [27]. - The board of directors is tasked with regularly monitoring the progress and effectiveness of major investment projects [30]. - The audit committee has the authority to supervise the company's investment activities [31]. Responsibilities and Accountability - Company directors and management are required to exercise caution and control over investment risks, with accountability for any violations of the investment procedures [32][33]. - The board and shareholders have the authority to impose penalties on responsible parties for any losses incurred due to improper investment decisions [35]. Additional Provisions - The document specifies that the market value is calculated based on the average closing value over the last 10 trading days [36]. - Any matters not covered by these guidelines will be handled according to the Company Law and relevant regulations [38].

General Principles - The management system for the shares held by the board of directors and senior management of Shenzhen Guangfeng Technology Co., Ltd. is established to strengthen the management of shareholding and changes in accordance with relevant laws and regulations [1][2] - The shares held by the board and senior management include all shares registered in their names and those held through others' accounts, including shares in margin trading [1][2] Share Trading Restrictions - Directors and senior management are prohibited from engaging in margin trading or derivative trading involving the company's shares [1][2] - Specific trading restrictions are in place during certain periods, such as 15 days before the annual and semi-annual reports and 5 days before quarterly reports [2][3] Share Transfer Limitations - Shares held by directors and senior management cannot be transferred within one year of the company's stock listing or within six months after leaving the company [2][3] - A maximum of 25% of the total shares held can be transferred each year during their term and within six months after their term ends, with exceptions for certain circumstances [3][4] Reporting and Disclosure Requirements - Directors and senior management must report their shareholding status and any changes within two trading days of the occurrence [5][6] - A reduction plan must be disclosed 15 trading days prior to any planned share transfer, detailing the number of shares, time frame, and reasons for the transfer [6][7] Compliance and Accountability - The company is responsible for ensuring that directors and senior management comply with the regulations regarding share trading and must report any violations to the relevant authorities [7][8] - The company secretary is tasked with managing the identity and shareholding data of directors and senior management, ensuring compliance with reporting requirements [8]

深圳光峰科技股份有限公司 关联交易管理制度 （2025 年 8 月修订） 第一章 总则 第一条 为保证深圳光峰科技股份有限公司（以下简称"公司"）与关联方 之间发生的关联交易符合公平、公正、公开的原则，维护公司及全体股东的合法 利益，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》《上海证券交易所科创板股票上市规则》和其他有关法律、法 规和规范性文件及《公司章程》，制定本制度。 公司董事、高级管理人员； 与第（一）项、第（二）项、第（三）项所述关联自然人关系密切 的家庭成员，包括配偶、年满 18 周岁的子女及其配偶、父母及配偶的父母、兄 弟姐妹及其配偶、配偶的兄弟姐妹、子女配偶的父母； 直接持有公司 5%以上股份的法人或其他组织及其一致行动人； 直接或间接控制公司的法人或其他组织的董事、监事、高级管理人 员或其他主要负责人； 由第（一）项至第（六）项所列关联法人或关联自然人直接或者间 接控制的，或者由前述关联自然人（独立董事除外）担任董事、高级管理人员的 法人或其他组织，但公司及其控股子公司除外； 第二条 公司发生关联交易，应当保证关联交易的合法性、必要性、合理性 和公允性， ...

Core Points - The document outlines the rules and procedures for the shareholders' meeting of Shenzhen Guangfeng Technology Co., Ltd, ensuring compliance with relevant laws and regulations [1][4][5] Group 1: General Provisions - The rules aim to standardize the behavior of the company and ensure shareholders can exercise their rights legally [1] - The shareholders' meeting is the company's authority body, responsible for electing directors and approving significant transactions [1][4] - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [4][5] Group 2: Shareholders' Meeting Authority - The shareholders' meeting has the authority to approve the board's reports, profit distribution plans, and changes in registered capital [3][4] - It can authorize the board to issue stocks or bonds, subject to legal and regulatory compliance [2][4] - The meeting can also approve significant asset transactions exceeding 30% of the company's audited total assets [2][3] Group 3: Meeting Procedures - The board of directors is responsible for convening the shareholders' meeting and must do so within specified timeframes [6][7] - Shareholders holding more than 10% of shares can request a temporary meeting, which must be convened within two months of the request [6][8] - Legal opinions must be obtained regarding the legality of the meeting's procedures and outcomes [5][6] Group 4: Proposals and Notifications - Proposals for the shareholders' meeting must fall within its authority and be submitted in writing [10][11] - Notifications for the annual meeting must be sent at least 20 days in advance, while temporary meetings require 15 days' notice [18][19] - The notification must include details about the meeting's agenda, time, and voting procedures [19][20] Group 5: Voting and Resolutions - Voting can be conducted in person, online, or through other means, with each share representing one vote [28][29] - Resolutions require a simple majority for ordinary matters and a two-thirds majority for special resolutions [27][28] - The results of the voting must be announced immediately, and resolutions must be documented and disclosed promptly [22][23] Group 6: Record Keeping and Execution - Meeting records must include details of attendees, proposals discussed, and voting results [30][31] - The board is responsible for implementing the resolutions passed during the shareholders' meeting [31][32] - Any resolutions that violate laws or regulations are deemed invalid [31][32]

Core Points - The establishment of the Compensation and Assessment Committee aims to enhance the governance structure of Shenzhen Guangfeng Technology Co., Ltd. and assist the board in making informed decisions [1][2] - The committee is responsible for formulating and executing compensation plans for directors and senior management, as well as developing assessment standards [3][4] Group 1: Committee Structure - The Compensation and Assessment Committee consists of at least three directors, with a majority being independent directors [2] - The committee is chaired by an independent director elected by the board [2] Group 2: Responsibilities and Authority - The committee is tasked with creating assessment standards for directors and senior management, and it must propose compensation policies to the board [3][4] - It is responsible for reviewing and suggesting changes to stock incentive plans and employee stock ownership plans [3] Group 3: Meeting Procedures - Meetings can be called by committee members as needed, with a notice period of three days, although this can be waived in emergencies [5][6] - A quorum requires the presence of more than half of the committee members, and decisions are made by a majority vote [6][7] Group 4: Evaluation Process - The committee can investigate the performance and duties of directors and senior management, requiring cooperation from relevant departments [9] - The evaluation process includes a presentation by directors and senior management, followed by performance assessments and recommendations for compensation [9]

General Provisions - The purpose of the General Manager Work System is to clarify the authority and responsibilities of the management team of Shenzhen Guangfeng Technology Co., Ltd. and to regulate their work behavior according to relevant laws and regulations [1][2] - The company has one General Manager, several Deputy General Managers, and one Chief Financial Officer, with the option to establish a General Manager's office to assist the General Manager [1] Qualifications and Responsibilities - The General Manager is appointed by the Board of Directors and is responsible for the daily operations and management of the company, implementing board resolutions, and reporting to the board [2][3] - The term of the General Manager is three years, with the possibility of reappointment [2] - Specific disqualifications for the General Manager and other senior management include criminal convictions, bankruptcy involvement, and financial irresponsibility [2] Authority of the General Manager - The General Manager has the authority to manage the company's operations, implement annual plans, propose internal management structures, and suggest appointments or dismissals of senior management [2][3][4] - The Deputy General Managers are nominated by the General Manager and are responsible for assisting in management and reporting to the General Manager [3] Financial Management - The Chief Financial Officer is responsible for the company's financial work, including drafting financial accounting systems and ensuring the accuracy of financial reports [3][4] - The CFO must maintain communication with financial institutions to ensure necessary financial support for operations [3] Meeting Procedures - The General Manager's office meetings are held to discuss major operational and management issues, with meetings typically occurring monthly [5][6] - Meeting agendas must be communicated three days in advance, and important materials should be provided one day prior to the meeting [6][8] Decision-Making and Reporting - Decisions made in the General Manager's office meetings must be documented in meeting minutes, which include key details and must be preserved [8][9] - The General Manager is required to report regularly to the Board of Directors on various operational aspects, including financial status and major contracts [10][11] Compliance and Ethics - The General Manager and senior management must adhere to legal obligations and avoid conflicts of interest, ensuring that company interests are prioritized over personal gains [4][5] - Any income obtained in violation of these regulations must be returned to the company, and responsible parties may face compensation liabilities [5]

General Principles - The purpose of the Nomination Committee is to standardize the nomination of directors and senior management, optimize the composition of the board, and improve the corporate governance structure in accordance with relevant laws and regulations [1][2] - The Nomination Committee is a specialized working body established by the board of directors, responsible for formulating selection criteria and procedures for directors and senior management, and reviewing their qualifications [1][2] Composition of the Committee - The Nomination Committee consists of three or more directors, with independent directors making up the majority [2][3] - The chairperson of the committee is an independent director elected by the board [2] Responsibilities and Authority - The committee is responsible for proposing the nomination or dismissal of directors and the hiring or firing of senior management, as well as other matters stipulated by laws and regulations [3][4] - If the board does not fully adopt the committee's recommendations, it must record the committee's opinions and the reasons for non-adoption in the board's resolution [3][4] Decision-Making Procedures - The committee must research the qualifications and selection procedures for directors and senior management, and submit its decisions to the board for approval [4][5] - The selection process includes communication with relevant departments, searching for candidates internally and externally, and obtaining consent from nominees [4][5] Meeting Rules - Meetings require the presence of more than half of the committee members to be valid, and decisions are made by a majority vote [5][6] - Members can attend meetings in person or by proxy, and must submit a signed authorization letter if they cannot attend [5][6] Voting and Documentation - Voting intentions are categorized as "agree," "disagree," or "abstain," and any member not participating in the vote is considered to have abstained [6][7] - Meeting records must be kept for at least ten years, and all participants are bound by confidentiality regarding the discussed matters [7][8]

深圳光峰科技股份有限公司 董事会战略与 ESG 委员会工作制度 （2025 年 8 月修订） 第一章 总 则 第一条 为适应公司战略发展需要，健全投资决策程序，加强决策科学性， 提高重大投资决策的效率和决策的质量，完善公司治理结构，提升公司环境、社 会及治理（以下简称"ESG"）绩效，根据《中华人民共和国公司法》《上市公 司治理规则》《上海证券交易所科创板股票上市规则》《上海证券交易所上市公 司自律监管指引第 1 号——规范运作》等法律、法规和规范性文件（以下简称"法 律法规"）及《公司章程》，公司董事会特设立董事会战略与 ESG 委员会（以下 简称"战略与 ESG 委员会"），并制定本工作制度。 第二条 战略与 ESG 委员会是董事会按照《公司章程》设立的专门工作机 构，主要负责对公司中长期发展战略、环境、社会及治理（ESG）发展和重大投 资决策进行研究并提出建议，对董事会负责。 第四条 战略与 ESG 委员会设主任委员（召集人）1 名，由董事长担任，由 董事会选举产生，负责主持委员会工作。 第五条 战略与 ESG 委员会任期与董事会任期一致，委员任期届满连选可 以连任。任职期间如有委员不再担任公司董事职务 ...

General Principles - The independent director system aims to improve the corporate governance structure of Shenzhen Guangfeng Technology Co., Ltd. and ensure the independent directors fulfill their roles effectively to protect the interests of the company and its shareholders [1][2] - Independent directors are defined as those who do not hold any other positions in the company and have no direct or indirect interests that could affect their independent judgment [1][2] Responsibilities and Duties - Independent directors have a duty to participate in board decisions, supervise potential conflicts of interest, provide professional advice, and fulfill other responsibilities as mandated by laws and regulations [1][3] - They must act independently and impartially, free from influence by the company or its major shareholders [2][3] Qualifications and Conditions - Independent directors must meet specific qualifications, including having relevant experience and knowledge in law, accounting, or economics, and must not have any significant negative records [4][5] - The company must ensure that independent directors maintain their independence and that at least one-third of the board consists of independent directors, including a majority on the audit committee [2][4] Nomination and Election - Independent directors can be nominated by the board or shareholders holding more than 1% of the company's shares, and their qualifications must be verified before nomination [6][7] - The election of independent directors must follow a cumulative voting system, ensuring that minority shareholders' votes are counted separately [8][9] Rights and Responsibilities - Independent directors have the right to independently hire external advisors for audits or consultations and must be present at board meetings to express their opinions [10][11] - They are required to report any conflicts of interest and can request explanations from the company regarding compliance with laws and regulations [12][13] Meeting Procedures - The company must facilitate meetings of independent directors, ensuring they have access to necessary information and resources [14][15] - Independent directors must document their opinions and decisions during meetings, which should be recorded and preserved for at least ten years [16][17] Communication and Reporting - Independent directors are expected to communicate regularly with minority shareholders and provide annual reports on their activities and responsibilities [18][19] - The company must ensure that independent directors receive timely information about company operations and any significant issues that may arise [20][21]