用友汽车信息科技（上海）股份有限公司 2025 年第一次临时股东大会 会议资料 | | | 用友汽车信息科技（上海）股份有限公司 2025 年第一次临时股东大会会议资料 会议须知 为了维护全体股东的合法权益、保障股东依法行使股东权利，确保股东大会 的正常秩序和议事效率，根据《中华人民共和国公司法》《中华人民共和国证券 法》《上市公司股东会规则》以及《用友汽车信息科技（上海）股份有限公司章 程》（以下简称"《公司章程》"）及《用友汽车信息科技（上海）股份有限公 司股东大会议事规则》等有关规定，特制订本须知。 2025 年 9 月 23 日 一、公司证券部具体负责本次股东大会有关程序方面的事宜。 二、会议期间，全体出席会议人员应以维护股东合法权益、确保大会正常秩 序、提高议事效率为原则，认真行使法定权利并履行法定职责。 三、出席现场会议的股东及股东代理人依法享有发言权、质询权、表决权等 权利。股东要求发言或就有关问题提出咨询时，应先向证券部登记，并填写《股 东发言申请表》。证券部将按股东登记时间先后顺序，安排股东发言。 四、股东发言时应首先报告姓名和所持公司股份数，股东应在与本次股东大 会审议议案有直接关系的范围 ...

Core Viewpoint - The company has approved the use of part of the raised funds to permanently supplement its working capital, which is expected to enhance the efficiency of fund utilization and reduce financial costs [10][15][16]. Group 1: Supervisory Board Meeting - The sixth meeting of the fourth supervisory board was held on September 5, 2025, with all three supervisors present, and the meeting was conducted in accordance with relevant laws and regulations [1][3]. - The supervisory board approved the proposal to use part of the raised funds, amounting to RMB 156 million, to permanently supplement working capital, which constitutes 29.87% of the total raised funds [10][12]. - The proposal will be submitted to the shareholders' meeting for approval [4][7]. Group 2: Fund Utilization - The company plans to use RMB 156 million of the raised funds for working capital, which will not affect the funding needs of investment projects and will not involve high-risk investments within the next 12 months [10][12]. - The total amount of raised funds was RMB 1,226.34 million, with a net amount of RMB 1,085.40 million after deducting related fees [10][11]. - The company has committed to not exceeding 30% of the total raised funds for working capital supplementation within any twelve-month period [12][13]. Group 3: Governance Changes - The company has decided to abolish the supervisory board and transfer its responsibilities to the audit committee of the board of directors, which will also involve amendments to the company’s articles of association [40][41]. - The company plans to change its business scope by removing "first-class value-added telecommunications services" from its operations [40]. - The board of directors has proposed to increase the number of directors from 6 to 8, including the addition of one independent director and one employee representative director [18][19].

Core Points - The company, Youche Technology, announced on the evening of September 5 that its fourth supervisory board's sixth meeting approved two key proposals regarding the use of excess raised funds and changes to its supervisory board and business scope [1] Group 1 - The proposal to use part of the excess raised funds for permanent replenishment of working capital was approved [1] - The proposal to cancel the supervisory board and amend the business scope along with its attachments was also approved [1]

Core Viewpoint - The company announced the nomination of Mr. Wang Ning as an independent director candidate for its fourth board of directors [1] Group 1 - The board of directors of the company has approved the nomination [1]

Core Points - The company, Youche Technology, announced on September 5 that it will hold the fourth board meeting and the sixth supervisory board meeting on the same date in 2025 [2] - The board approved a proposal to use part of the raised funds, amounting to RMB 156 million, to permanently supplement working capital, which represents 29.87% of the total raised funds [2] - The use of these funds will not affect the funding needs for the construction of investment projects, and the company will refrain from high-risk investments and providing financial assistance to entities outside its controlling subsidiaries for 12 months after the fund supplementation [2]

Group 1 - The company held its sixth meeting of the fourth Supervisory Board on September 5, 2025, via telecommunication, with all three supervisors present, ensuring compliance with relevant laws and regulations [1][2] - The Supervisory Board approved the proposal to use part of the raised funds to permanently supplement working capital, which is deemed to meet the company's liquidity needs and improve the efficiency of fund usage [1][2] - The proposal received unanimous support with 3 votes in favor, requiring submission to the shareholders' meeting for further approval [2] Group 2 - The Supervisory Board also approved the proposal to cancel the Supervisory Board, change the business scope, and amend the company's articles of association, which will also be submitted to the shareholders' meeting [2]

Group 1 - The company Yonyou Automotive Information Technology (Shanghai) Co., Ltd. is holding a shareholder meeting on September 23, 2025, which will include both on-site and online voting methods [1][2]. - The voting will take place through the Shanghai Stock Exchange's network voting system, with specific time slots for trading system voting and internet voting [1][2]. - The agenda includes proposals such as the cancellation of the supervisory board, changes to the business scope, and amendments to the company's articles of association [2][7]. Group 2 - Shareholders must register to attend the meeting, with specific registration times and locations provided [3][6]. - The company has outlined the voting procedures, including the invalidation of votes that exceed the number of shares held by the shareholder [3][9]. - The meeting will also involve the election of independent directors through a cumulative voting system, allowing shareholders to allocate their votes among candidates [9][10].

General Principles - The company establishes a management system for the shares held by its directors and senior management to comply with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1][2] - The shares held by directors and senior management include those registered in their names and those held through others' accounts [1] Share Trading Rules - Directors and senior management are prohibited from engaging in margin trading or derivative transactions involving the company's stock [2] - They must adhere to legal regulations and the company's articles of association regarding share trading [2] - There are specific periods during which directors and senior management cannot buy or sell company shares, such as 15 days before the announcement of annual or semi-annual reports [2][3] Restrictions on Share Transfer - 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 [3] - Additional restrictions apply if the company is under investigation for securities violations or if the individual is under investigation related to the company [3] Shareholding Disclosure and Reporting - Directors and senior management must report their shareholding information to the company and the Shanghai Stock Exchange within specified timeframes, including changes in personal information and share transactions [12][13] - They are required to notify the board secretary of their trading plans in writing before executing any trades [6] Responsibilities and Penalties - Directors and senior management must ensure that their immediate family members and controlled entities do not engage in insider trading [20] - Violations of trading regulations may result in disciplinary actions from the company and reporting to regulatory authorities [21] Miscellaneous Provisions - The management system will take effect upon approval by the company's board of directors and will be interpreted by the board [24][25]

Core Viewpoint - The company establishes a comprehensive compensation management system for its directors and senior management to enhance motivation and ensure sustainable development [1][2]. Group 1: General Principles - The compensation management system aims to strengthen and standardize the compensation for directors and senior management, promoting their work enthusiasm and creativity [1]. - The system applies to independent directors, non-independent directors, and senior management, including the general manager, deputy general managers, financial officers, and other specified personnel [1][2]. Group 2: Compensation Standards and Assessment - Compensation for directors and senior management is based on the company's operational and management performance, integrating individual performance and development [2]. - The basic principles of compensation management include matching labor distribution with responsibilities, linking personal income with company performance, and aligning compensation with long-term company interests [2][3]. - Independent and external directors receive fixed allowances approved by the shareholders' meeting, while internal directors follow their respective salary and assessment management methods without additional allowances [2][3]. Group 3: Compensation Distribution - The compensation for internal directors and senior management is subject to the company's established salary distribution system [4]. - The company is responsible for withholding personal income tax and social insurance contributions from the compensation of directors and senior management [4][5]. Group 4: Compensation Adjustment - The compensation system should serve the company's development strategy and be adjusted according to changes in the business environment [5]. - Adjustments to compensation are based on industry salary increases, inflation levels, company profitability, organizational changes, and individual position changes [5][6]. - Temporary special rewards or penalties can be established for specific matters, subject to approval by the compensation and assessment committee and the board of directors [5][6].

Core Viewpoint - The document outlines the information disclosure management system of Youyou Automotive Information Technology (Shanghai) Co., Ltd, emphasizing the importance of timely, accurate, and fair disclosure to protect investors' rights and comply with relevant laws and regulations [1][2][3]. Group 1: General Principles - The information disclosure obligations must be fulfilled in a timely manner, ensuring that the information is true, accurate, complete, and easily understandable [5][6]. - All investors should have equal access to disclosed information, and no selective disclosure is allowed [7][8]. - The company and its related parties must avoid misleading statements and ensure that future predictions are reasonable and cautious [4][6]. Group 2: Disclosure Requirements - The company is required to disclose periodic reports, including annual, semi-annual, and quarterly reports, within specified timeframes [14][15]. - The board of directors must ensure that periodic reports are disclosed on time, and any delays must be communicated promptly [15][16]. - Financial information in periodic reports must be audited, and unaudited reports cannot be disclosed [18][19]. Group 3: Major Events and Temporary Reports - The company must immediately disclose any major events that could significantly impact the trading price of its securities or influence investment decisions [29][30]. - Major events include significant changes in business operations, major investments, and any legal issues that may arise [30][31]. - If a major event is under consideration and disclosure could harm the company's interests, it may be temporarily withheld, but must be disclosed once a final decision is made [31][32]. Group 4: Responsibilities and Management - The chairman of the board is primarily responsible for managing information disclosure, while the board secretary coordinates the disclosure activities [42][43]. - All departments and subsidiaries must comply with the information disclosure management system and report any relevant information to the board secretary [49][50]. - Violations of the disclosure rules may result in disciplinary actions against responsible individuals, including warnings or termination [66][67].