Group 1 - The company has established an Audit Committee under the Board of Directors to enhance decision-making and ensure effective supervision of the management team [1][4] - The Audit Committee consists of three directors, with at least two being independent directors, and is chaired by an independent director with accounting expertise [2][5] - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring the establishment of effective internal controls [4][6] Group 2 - The Audit Committee must have a majority of its members present to exercise its powers, and it is required to hold at least one meeting each quarter [11][23] - The committee is tasked with evaluating the company's internal control systems and must report on its findings alongside the annual financial report [7][9] - The Audit Committee is also responsible for hiring and supervising external auditors, ensuring their independence and adherence to professional standards [10][13] Group 3 - The committee must disclose its annual performance and activities on the Shanghai Stock Exchange website alongside the company's annual report [4][6] - In case of any irregularities, the Audit Committee is obligated to prompt the Board to take necessary actions and disclose relevant information [7][10] - The committee's decisions require a majority vote from all members, and any conflicts of interest must be disclosed and managed appropriately [42][49]

Core Points - The document outlines the implementation details for the online voting system for the shareholders' meeting of Wuxi Xiangsheng Medical Technology Co., Ltd, aiming to standardize the voting process and protect investors' rights [1][2][3] Group 1: General Provisions - The rules are established in accordance with relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange listing rules [2][3] - The online voting system is defined as a technology platform that allows shareholders to exercise their voting rights remotely [2][3] Group 2: Notification and Preparation for Online Voting - The company must notify shareholders who are registered by the equity registration date about the online voting options and prepare accordingly [3][4] - The company can sign a service agreement with a designated information company to provide online voting services [4][5] Group 3: Methods and Procedures for Online Voting - Shareholders can vote through the trading system or the internet voting platform, with specific time frames for each [6][7] - Multiple accounts held by a shareholder can be used to participate in online voting, with the total voting rights calculated based on all accounts [8][9] Group 4: Statistics and Inquiry of Voting Results - The company must ensure accurate and complete voting data is sent to the information company for statistical purposes [9][10] - After the voting concludes, shareholders can check their voting results through the information company's website [10][11] Group 5: Supplementary Provisions - The rules will take effect upon approval by the shareholders' meeting and will be interpreted by the company's board of directors [11]

无锡祥生医疗科技股份有限公司 内部审计制度 第一章 总则 第二章 内审部的设立 第三章 内部审计职责 第一条 为加强无锡祥生医疗科技股份有限公司(以下简称"公司"或"本公司") 内部审计工作, 提高内部审计工作质量, 维护公司和投资者的合法权益, 依据《中华人民共和国审计法》《审计署关于内部审计工作的规定》《上 海证券交易所科创板股票上市规则》等有关法律、法规、规范性文件和《无 锡祥生医疗科技股份有限公司章程》(以下简称"公司章程")的规定, 结合 公司实际情况, 制定本制度。 第二条 本制度适用于公司及下属子公司的内部审计管理。 第三条 本制度所称内部审计, 是指由公司内部审计机构或人员, 对本公司及下属 公司财政财务收支、经济活动、内部控制、风险管理实施独立、客观的监 督、评价和建议, 以促进单位完善治理、实现目标的活动。 第四条 本制度所称内部控制, 是指公司董事会、高级管理人员及其他有关人员为 实现下列目标而提供合理保证的过程: (一) 遵守国家法律、法规、规章及其他相关规定; (二) 提高公司经营的效率和效果; (三) 保障公司资产的安全; (四) 确保公司信息披露的真实、准确、完整和公平。 第五条 ...

General Provisions - The company establishes an information disclosure management system to regulate its information disclosure practices, ensuring compliance with relevant laws and regulations, and protecting the rights of investors [1][2] - Information disclosure refers to the timely and fair release of significant information that may impact the trading price of the company's stock or investment decisions, through designated media and in accordance with regulatory requirements [4][5] Information Disclosure Obligations - The company and relevant parties must disclose information that is true, accurate, and complete, without any false records or misleading statements [3][6] - The company must disclose significant events that may affect stock trading prices or investment decisions, even if they do not meet specific disclosure standards [6][7] Disclosure Content and Format - The company is required to disclose periodic reports, including quarterly, semi-annual, and annual reports, as well as temporary reports for significant events [13][16] - The company must ensure that disclosed information is clear, concise, and free from excessive jargon, and that any discrepancies between different language versions are resolved in favor of the Chinese text [11][12] Major Events and Transactions - The company must disclose major events that could significantly impact its stock price, including changes in business strategy, major investments, and significant losses [26][27] - Transactions that exceed certain thresholds, such as 10% of total assets or market value, must be disclosed promptly [31][32] Industry Information Disclosure - The company should proactively disclose industry information that may significantly affect stock trading prices or investor decisions, including industry characteristics and competitive advantages [41][42] - Any significant changes in industry conditions or the company's business operations must be disclosed in a timely manner [43][44]

Core Viewpoint - The document outlines the investor relations management system of Wuxi Xiangsheng Medical Technology Co., Ltd, emphasizing the importance of effective communication between the company and its investors to enhance corporate governance and protect investor rights [2][8]. Group 1: Objectives of Investor Relations Management - The primary goals include fostering a positive relationship with investors, establishing a stable investor base, promoting a culture of respect for investors, maximizing overall company benefits, and increasing transparency in information disclosure [2][3]. Group 2: Principles of Investor Relations Management - The management of investor relations should adhere to compliance, equality, proactivity, and integrity principles, ensuring that all investors, especially minority shareholders, are treated fairly and that their concerns are addressed promptly [2][3][8]. Group 3: Content and Methods of Communication - Key communication topics include the company's development strategy, legal disclosures, operational management information, environmental, social, and governance (ESG) information, and shareholder rights [5][6]. - Various channels and methods for communication are to be utilized, including the company website, new media platforms, and direct interactions such as meetings and presentations [5][6][7]. Group 4: Responsibilities and Organization - The board secretary is responsible for coordinating investor relations activities, while the securities affairs department handles specific tasks related to investor communication and feedback [8][8]. - The company must ensure that all communications are accurate, transparent, and compliant with legal standards, avoiding any misleading or selective disclosures [8][8]. Group 5: Handling Investor Requests and Disputes - The company is obligated to respond to investor requests and manage disputes effectively, ensuring timely communication and resolution of issues raised by investors [6][7].

在委员人数达到规定人数三人以前, 薪酬与考核委员会暂停行使本 工作细则规定的职权。 第十条 《公司法》《公司章程》关于董事义务的规定适用于薪酬与考核委 员会委员。 第三章 职责权限 董事会对薪酬与考核委员会的建议未采纳或者未完全采纳的, 应当 在董事会决议中记载薪酬与考核委员会的意见及未采纳的具体理由, 并进行披露。 第一条 为建立健全无锡祥生医疗科技股份有限公司(以下简称"公司")董事 (非独立董事)及高级管理人员的考核和薪酬管理制度, 完善公司治 理结构, 公司特设立董事会薪酬与考核委员会(以下简称"薪酬与考 核委员会")。 第二条 为使薪酬与考核委员会规范、高效地开展工作, 公司董事会根据《中 华人民共和国公司法》(以下简称"《公司法》") 、《上市公司独 立董事管理办法》等有关法律、法规和规范性文件以及《无锡祥生 医疗科技股份有限公司章程》(以下简称"《公司章程》")的有关规 定, 制定本工作细则。 第三条 薪酬与考核委员会是董事会按照股东会决议设立的专门工作机构, 主要负责制定公司董事及高级管理人员的考核标准并进行考核; 负 责制定、审查公司董事及高级管理人员的薪酬政策与方案, 对董事会 负责。 第 ...

Core Viewpoint - The document outlines the decision-making system for related party transactions of Wuxi Xiangsheng Medical Technology Co., Ltd, aiming to protect the rights of the company, shareholders, and creditors while ensuring fairness in related party transaction decisions [1][2]. Group 1: Definition and Scope of Related Party Transactions - Related party transactions are defined as transactions between the company or its subsidiaries and related parties, including asset purchases or sales, external investments, project transfers, licensing agreements, guarantees, leasing, asset management, donations, debt restructuring, financial assistance, and other transactions recognized by the Shanghai Stock Exchange [2][3]. - Related parties include individuals or entities that control the company, hold more than 5% of shares, company directors, senior management, and their close family members, as well as other entities that may have a special relationship with the company [2][3]. Group 2: General Provisions for Related Party Transactions - The company must ensure that related party transactions are legal, necessary, reasonable, and fair, maintaining independence and not using these transactions to manipulate financial indicators [3][4]. - All related party transactions must be documented in written agreements that adhere to principles of good faith, equality, and fair compensation, with clear and specific content [3][4]. Group 3: Decision-Making and Approval Process - Related party transactions exceeding certain thresholds must be submitted for board approval and disclosed promptly, including transactions over 300,000 yuan with related individuals or those exceeding 1% of the company's total audited assets or market value [8][9]. - The board must ensure that related directors abstain from voting on transactions where they have a conflict of interest, and decisions must be made by a majority of non-related directors [3][4]. Group 4: Reporting and Disclosure Requirements - Related parties must report any potential transactions in writing to the board or shareholders, detailing the nature and extent of the relationship and the transaction agreement [3][4]. - The company is required to disclose related party transactions in its annual and semi-annual reports, and if agreements exceed three years, they must be reviewed periodically [10][11].

无锡祥生医疗科技股份有限公司 募集资金管理办法 第一章 总则 第一条 为加强、规范无锡祥生医疗科技股份有限公司(以下简称"公司")募集 资金的管理, 提高募集资金使用效率和效益, 根据《中华人民共和国公 司法》《中华人民共和国证券法》《上市公司证券发行注册管理办法》 《上市公司募集资金监管规则》 《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》《上海证券交易所科创板股票上市规 则》(以下简称"《上市规则》")等法律法规和规范性文件以及《无锡 祥生医疗科技股份有限公司章程》(以下简称"《公司章程》")的规定, 结合公司实际情况, 特制定本办法。 公司的董事、高级管理人员应当勤勉尽责, 确保公司募集资金安全, 不 得操控公司擅自或变相改变募集资金用途。 第五条 公司的控股股东、实际控制人及其他关联人不得占用公司募集资金, 不得利用公司募集资金投资项目(以下简称"募投项目")获取不正当利 益。 公司发现控股股东、实际控制人及其他关联人占用募集资金的, 应当 及时要求归还, 并披露占用发生的原因、对公司的影响、清偿整改方案 及整改进展情况。 第二章 募集资金存储 第七条 公司应当在募集资金到账后一 ...

因股东自身资金需求及资金规划，公司股东无锡祥鹏投资企业(有限合伙)拟自减持计划公告披露之日起 15个交易日后的3个月内，通过集中竞价的方式减持合计不超过所持公司股份336,000股,即不超过公司总 股本的0.30%。 | | 股东名称 | 持有数量(股) | 持有比例 | 一致行动关系形成原因 | | --- | --- | --- | --- | --- | | | 无锡祥鼎投资企业(有 | 4.704.000 | 4.20% | 莫善珏、莫若理和陆坚 | | | 限合伙) | | | 为公司实际控制人,该 | | | | | | 减持主体受实际控制人 | | | | | | 陆坚控制 | | | 上海御德科技有限公 | 1.679.956 | 1.50% | 莫善压、莫若理和陆坚 | | | 司 | | | 为公司实际控制人,该 | | 第一组 | | | | 减持主体受实际控制人 | | | | | | 陆坚控制 | | 股东名称 | 无锡祥鼎投资企业(有限合伙) | | --- | --- | | 计划减持数量 | 不超过:1,176,000 股 | | 计划减持比例 | 不超过:1.05% | | ...

Core Insights - The company reported a revenue of 236 million yuan in the first half of 2025, a year-on-year decrease of 4.61%, and a net profit attributable to shareholders of 69.696 million yuan, down 14.32% year-on-year [1] - The company focuses on the research and innovation of ultrasound medical imaging equipment, aiming to become a global leader in high-end ultrasound medical imaging devices and services [1] - The company has integrated AI technology into its SonoAI platform, enhancing its SonoFamily product line with capabilities such as lesion intelligent recognition and image self-optimization [1] Product Development - The company has expanded its cardiac ultrasound solutions with high-resolution imaging, precise hemodynamic analysis, and intelligent cardiac function assessment, addressing diverse needs in the cardiac ultrasound field [2] - The company has made significant progress with its "breast AI ultrasound robot," which features an integrated design for large-scale scanning and data tracking management, supporting a full-cycle service model from screening to treatment [2] Market Expansion - The company has launched the SonoVet series for veterinary ultrasound, which combines AI and 5G remote diagnostic technology, catering to various environments such as farms and pet hospitals [3] - A recent policy from the National Medical Products Administration supports the innovation of high-end medical devices, which is expected to provide significant market opportunities for companies focusing on AI and high-end medical imaging [3] - The company aims to enhance its competitiveness in the ultrasound medical imaging field through innovation-driven strategies and international expansion [3]