Group 1 - The company held its 11th meeting of the 2nd Supervisory Board on August 27, 2025, with all three supervisors present, and the meeting was conducted in accordance with relevant laws and regulations [1][2] - The Supervisory Board approved the proposal to cancel the Supervisory Board, change the registered capital, and amend the Articles of Association, which is aimed at improving corporate governance and aligning with legal requirements [1][2] - The proposal to cancel the Supervisory Board will transfer its responsibilities to the Audit Committee of the Board of Directors, ensuring compliance with legal obligations until the shareholders' meeting approves the changes [2] Group 2 - The Supervisory Board approved the company's 2025 semi-annual report, confirming that the report's preparation and review processes complied with relevant laws and internal regulations, and accurately reflected the company's financial status [2][3] - The report on the management and actual use of raised funds for the first half of 2025 was also approved, indicating that the funds were managed in accordance with regulations and used as planned [3][4] - The company confirmed that the report on the management of raised funds was truthful and objective, reflecting the situation accurately for the period from January to June 2025 [4] Group 3 - The Supervisory Board approved the first vesting conditions for the second category of restricted stock under the 2024 incentive plan, with 13 individuals qualifying for a total of 212,320 shares [4][5] - The decision to cancel 1,600 shares of previously granted but unvested restricted stock was also approved, ensuring compliance with relevant regulations and not affecting the implementation of the incentive plan [5][6]

Meeting Overview - The company will hold its first extraordinary general meeting of shareholders on September 15, 2025, at 15:00 [3] - The meeting will be conducted both in-person and via an online voting system provided by the Shanghai Stock Exchange [3][4] Voting Procedures - Shareholders can vote through the Shanghai Stock Exchange's online voting system, with specific time slots for voting on the meeting day [3][4] - The voting period for the online system is from 9:15 to 15:00 on the day of the meeting [3][4] Agenda Items - The main agenda item for the meeting includes a proposal to cancel the supervisory board, change the company's registered capital, and amend the Articles of Association [2] - This proposal has already been approved by the company's board and supervisory board in previous meetings [2] Attendance Requirements - Shareholders must be registered with the China Securities Depository and Clearing Corporation by the close of trading on September 8, 2025, to attend the meeting [5] - Both individual and institutional shareholders must provide valid identification and necessary documentation for attendance [7][8] Registration Process - Registration for the meeting can be done via mail or fax, with a deadline of September 9, 2025, at 18:00 for non-in-person registrations [7] - Specific documentation is required for both individual and institutional shareholders to complete the registration process [8] Additional Information - The meeting will last for half a day, and attendees are responsible for their own travel and accommodation expenses [9] - Contact information for the company's securities department is provided for any inquiries related to the meeting [9]

Core Viewpoint - Guangdong Anda Intelligent Equipment Co., Ltd. reported a significant increase in total assets and operating income for the first half of 2025, but also faced substantial losses in net profit and total profit compared to the previous year [1][2]. Financial Summary - Total assets at the end of the reporting period reached CNY 2,391,491,329, representing a 4.93% increase from CNY 2,279,124,008.69 at the end of the previous year [2]. - Operating income for the reporting period was CNY 342,592,904.81, which is a 9.55% increase compared to CNY 312,736,893.84 in the same period last year [2]. - The total profit for the period was reported as a loss of CNY 78,247,616.31, compared to a loss of CNY 23,096,630.85 in the previous year [2]. - The net profit attributable to shareholders of the listed company was a loss of CNY 58,443,807.73, compared to a loss of CNY 12,735,911.05 in the same period last year [2]. - The net profit attributable to shareholders after deducting non-recurring gains and losses was a loss of CNY 41,320,420.57, compared to a loss of CNY 16,750,764.62 in the previous year [2]. - The net cash flow from operating activities was a negative CNY 18,858,431.35, compared to a negative CNY 65,089,097.15 in the previous year [2]. - The weighted average return on net assets decreased to -3.12%, down 2.45 percentage points from -0.67% in the previous year [2]. Shareholder Information - As of the end of the reporting period, the total number of shareholders was 4,289 [3]. - Major shareholders include Dongguan Shengsheng Industrial Investment Co., Ltd. and Dongguan Yizhitong Industrial Investment Partnership (Limited Partnership), with the former being the controlling shareholder [4][5]. - The actual controllers of the company are Liu Fei and He Yuqiao, who are married and jointly control Dongguan Shengsheng Industrial Investment Co., Ltd. [4].

General Principles - The internal audit system of Guangdong Andar Intelligent Equipment Co., Ltd. aims to standardize internal audit work, improve audit quality, enhance self-restraint, and prevent and control operational risks [1][2] - Internal audit is defined as an evaluation activity conducted by internal personnel on the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [1][2] Internal Audit Organization and Personnel - The internal audit department is responsible for checking and supervising the authenticity and completeness of financial information and the implementation of internal control systems, reporting to the board of directors [2][3] - The internal audit department must maintain independence and not be under the leadership of the finance department [2][3] - Internal auditors should possess relevant professional knowledge and adhere to ethical standards, ensuring objectivity and confidentiality [2][3] Responsibilities of the Internal Audit Department - The audit department is tasked with evaluating the completeness and effectiveness of internal control systems across various departments and subsidiaries [4][5] - It is responsible for auditing financial data and ensuring compliance with laws and regulations, including financial reports and disclosures [4][5] - The audit department must report to the audit committee at least quarterly, detailing the execution of the internal audit plan and any issues discovered [4][5] Internal Control and Disclosure - The internal audit department is responsible for organizing and implementing internal control evaluations, which must be disclosed alongside the annual report [6][7] - The internal control evaluation report should include the board's declaration of authenticity, the overall situation of the evaluation, and any identified deficiencies [6][7] - The audit department must monitor the implementation of corrective measures for any identified internal control deficiencies [7][8] Incentives and Disciplinary Measures - The company should establish a mechanism for incentives and constraints for internal audit personnel, evaluating their performance [9][10] - Internal auditors demonstrating integrity and contributing significantly may be recommended for rewards, while those obstructing audits or engaging in misconduct may face disciplinary actions [9][10]

Core Points - The compensation management system for directors and senior management of Guangdong Anda Intelligent Equipment Co., Ltd. aims to establish a scientific and effective incentive mechanism to enhance the company's management level [1] - The system is applicable to the company's directors and senior management, including the general manager, deputy general managers, financial director, and board secretary [1] Group 1: Principles of Compensation Management - The compensation provided by the company should be competitive compared to similar positions in the market [1] - Compensation should be based on a combination of labor distribution and responsibilities, rights, and benefits [1] - Performance evaluation standards and procedures should be established for compensation [1] - Individual compensation should align with the long-term interests of the company [1] Group 2: Compensation Management Structure - The board of directors is responsible for reviewing the compensation plans for senior management, while the shareholders' meeting reviews the compensation plans for directors [2] - A compensation and assessment committee under the board of directors is responsible for formulating assessment standards and reviewing compensation policies [2] - The finance center and human resources department will assist the board in implementing the compensation plans [2] Group 3: Compensation Standards - Non-independent directors' compensation is determined based on their roles and responsibilities without additional director allowances [3] - Independent directors receive a fixed allowance approved by the shareholders' meeting, and reasonable expenses incurred while exercising their duties are covered by the company [3] - Senior management compensation is determined by considering the economic environment, company circumstances, industry standards, and individual performance [3][4] Group 4: Compensation Payment - Compensation and allowances for directors and senior management are paid according to the company's compensation management system [3] - Compensation for departing directors and senior management is calculated based on their actual tenure and performance [3] - Travel and other reasonable expenses incurred by directors and senior management while performing their duties are reimbursed by the company [3] Group 5: Compensation Adjustment - The compensation system should serve the company's business strategy and be adjusted according to the company's operational changes [4] - Factors influencing compensation adjustments include industry salary growth, inflation, company profitability, strategic development, and individual role changes [5] Group 6: Miscellaneous - The board of directors is responsible for formulating, modifying, and interpreting the compensation management system [5] - The system becomes effective upon approval by the shareholders' meeting and is subject to modification under the same conditions [5]

General Principles - The management system for the shareholding and changes of directors and senior management of Guangdong Anda Intelligent Equipment Co., Ltd. aims to standardize the management of shares held by directors and senior management, thereby improving the company's operational management level [1][2] - This system is based on relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange's self-regulatory guidelines [1] Scope of Application - The system applies to all shares held by directors and senior management, including those held in their own name and through others' accounts, as well as derivatives like convertible bonds and stock options [2] - Senior management includes the general manager, deputy general managers, financial directors, and other personnel recognized by the board of directors [1][2] Shareholding Management - Directors and senior management must manage their stock accounts responsibly and are prohibited from engaging in margin trading with the company's shares [2][3] - They are required to maintain confidentiality regarding undisclosed information that could significantly impact the company's stock price and must not engage in insider trading [2][3] Share Transfer Regulations - When transferring shares, directors and senior management must adhere to legal and regulatory restrictions, ensuring that all information disclosed is truthful and complete [3][4] - The maximum number of shares that can be transferred annually is limited to 25% of the total shares held, based on the last trading day of the previous year [4][5] Prohibited Trading Periods - Directors and senior management are prohibited from trading the company's shares during specific periods, such as 15 days before the annual or semi-annual report announcements [5][6] - They are also restricted from trading shares within six months of buying or selling them [5][6] Reporting Obligations - Directors and senior management must report any changes in their shareholdings within two trading days and disclose relevant information through the Shanghai Stock Exchange [8][9] - Any planned share reductions must be reported to the exchange 15 trading days prior to the first sale [9][10] Accountability and Penalties - The board of directors is responsible for enforcing compliance with the share trading regulations, and any profits from violations will be returned to the company [11][12] - Serious violations may result in dismissal and legal action [12][13] Miscellaneous - The management system will be executed in accordance with relevant laws and regulations, and any inconsistencies will defer to those legal standards [13]

General Principles - The company establishes a system for the temporary suspension and exemption of information disclosure to ensure compliance with laws and regulations, protecting the rights of shareholders, creditors, and stakeholders [1][2] - The company can independently assess the need for temporary suspension or exemption of information disclosure without prior application to the Shanghai Stock Exchange, subject to post-event supervision [1][2] Scope of Temporary Suspension and Exemption - The company must disclose significant events promptly when certain conditions are met, such as board resolutions or when key personnel become aware of the events [2] - If a significant event is difficult to keep confidential or has already leaked, the company must disclose relevant information within two trading days [2] - The company can temporarily suspend disclosure if it may harm its interests or mislead investors, provided that confidentiality agreements are in place [2][3] Confidential Information - Information involving state secrets or commercial secrets can be exempted from disclosure if it meets specific criteria, such as potential harm from disclosure [3][4] - The company must disclose any temporarily suspended or exempted information once the reasons for suspension are eliminated or if the information becomes difficult to keep confidential [4][5] Review Procedures - The company must follow internal review procedures before deciding on temporary suspension or exemption of information disclosure, ensuring that the scope is not arbitrarily expanded [5][6] - A detailed internal registration and approval form must be completed for any information that is temporarily suspended or exempted, including reasons and potential impacts [5][6] Reporting Obligations - The company is required to submit relevant registration materials regarding temporarily suspended or exempted disclosures to regulatory authorities within ten days after the publication of periodic reports [6][7] Implementation and Amendments - The system will be effective upon approval by the board of directors and will be amended as necessary, adhering to national laws and regulations [7][8]

General Principles - The purpose of the cumulative voting system is to enhance the governance structure of Guangdong Andar Intelligent Equipment Co., Ltd., regulate the election of directors, ensure shareholders can fully exercise their rights, and protect the interests of minority shareholders [2][3] - The cumulative voting system allows shareholders to have voting rights equal to the number of shares they hold multiplied by the number of directors to be elected, enabling them to concentrate their votes on one candidate or distribute them among multiple candidates [3][4] Nomination of Director Candidates - Only shareholders holding more than 1% of the company's issued shares can propose new director candidates at least 10 days before the shareholders' meeting [4][5] - The nominated candidates must undergo qualification review by the current board's nomination committee before being submitted for election [4][5] Election of Directors - The cumulative voting method must be clearly stated in the notice of the shareholders' meeting, and the voting process must be explained to shareholders [6][10] - Each shareholder's voting power is calculated based on their shares multiplied by the number of directors to be elected, and they can allocate their votes as they see fit [6][7] Principles of Director Election - Directors are elected based on the total votes received, with candidates needing to secure more than half of the voting rights represented at the meeting to be elected [8][9] - If the number of elected directors is less than required but exceeds the legal minimum, the vacancies will be filled in the next shareholders' meeting [9][10] Miscellaneous Provisions - The cumulative voting system will be revised in accordance with any new laws or regulations issued by relevant authorities [12] - The board of directors is responsible for interpreting and amending this system, which takes effect upon approval by the shareholders' meeting [12]

广东安达智能装备股份有限公司 内幕信息知情人登记管理制度 广东安达智能装备股份有限公司 内幕信息知情人登记管理制度 第一章 总 则 （以下简称"《公司章程》"）、 《广东安达智能装备股份有限公司信息披露管理制度》（以下简称"《信息披露 管理制度》"），结合公司实际情况，制定本制度。 第二条 公司董事会为内幕信息的管理机构，按照《规范运作指引》以及上 海证券交易所相关规则要求及时登记和报送内幕信息知情人档案和重大事项进 程备忘录，并应保证内幕信息知情人档案和重大事项进程备忘录真实、准确和完 整，公司董事长为主要责任人。 公司董事及高级管理人员和公司各部门、分（子）公司都应该做好内幕信息 的保密工作，应积极配合董事会秘书做好内幕信息知情人的登记、报备工作。内 幕信息知情人负有保密责任，在内幕信息依法披露前，不得公开或者泄露该信息， 不得利用内幕信息买卖公司证券及其衍生品种，不得进行内幕交易或配合他人操 纵公司证券价格。 第三条 公司在报送内幕信息知情人档案和重大事项进程备忘录时应当出具 书面承诺，保证所填报内幕信息知情人信息及内容的真实、准确、完整，并向全 部内幕信息知情人通报了有关法律法规对内幕信息知情人的相关 ...

广东安达智能装备股份有限公司 子公司管理制度 广东安达智能装备股份有限公司 子公司管理制度 第一章 总 则 《上海证券交易所科创板股票上市规则》 （以下简称"《上 《上海证券交易所科创板上市公司自律监管指引第 1 号——规范运作》 市规则》"）、 等法律、法规、规范性文件及《广东安达智能装备股份有限公司章程》（以下简 称"《公司章程》"）的相关规定，结合公司的实际情况，制订本制度。 第二条 本制度所称子公司是指公司根据总体战略规划、产业结构布局或业 务发展需要而依法设立或投资的、具有独立法人主体资格的公司，包括： 在 50%以上，具体是指公司持有其 50%以上的股权，或者持股 50%以下但能够 决定其董事会半数以上成员的当选，或者通过协议或其他安排能够实际控制的子 公司。 第三条 本制度旨在加强对子公司的管理，建立有效的控制机制，对子公司 的组织、战略、投资、生产、经营、财务、人事、信息披露等重要的经营运作活 动进行规范，加强对子公司的管控力度，提高公司整体运作效率和抗风险能力。 第四条 公司依据对子公司资产控制和规范运作要求，行使对子公司的重大 事项管理。同时，负有对子公司指导、监督和相关服务的义务。 第五 ...