Group 1 - The Nomination Committee of Shenzhen Xunjiexing Technology Co., Ltd. has reviewed the qualifications of independent director candidates for the fourth board of directors [1] - Candidates Hong Fang and Liu Muyong have completed training and obtained relevant certification recognized by the stock exchange [1] - Both candidates do not hold shares in the company and have no relationships with major shareholders or management, meeting the legal requirements for independent directors [1] Group 2 - The committee agrees to nominate Hong Fang and Liu Muyong as independent director candidates for the fourth board and will submit this proposal for board review [2]

Board Restructuring - The company is conducting a board restructuring as the third board's term has expired, with plans to increase the number of board members from 5 to 6, including 2 independent directors and 1 employee director [1][2] - Proposals for the restructuring and the nomination of candidates for the fourth board will be submitted for shareholder approval at the upcoming general meeting [1][2] Board Candidates - The board has nominated Ma Zhuo, Ma Ying, and Li Tie as candidates for non-independent directors, and Hong Fang and Liu Mu Yong as candidates for independent directors, with Liu being a qualified accounting professional [2][3] - The term for the newly elected board members will commence upon approval at the second extraordinary general meeting in 2025 and will last for three years [2][3] Qualifications of Candidates - All nominated candidates meet the legal and regulatory requirements for board membership, with no history of administrative penalties or disqualifications from the China Securities Regulatory Commission [2][5][6] - Independent director candidates have completed the necessary training and possess relevant educational and professional backgrounds to fulfill their responsibilities [2][6] Current Board Operations - Until the new board is approved, the current third board and supervisory board will continue to perform their duties in accordance with the law and company regulations [3] - The company expresses gratitude for the contributions made by the current board members during their tenure [3]

Core Points - The document outlines the management of resignations for directors and senior management at Shenzhen Xunjiexing Technology Co., Ltd, ensuring stability in corporate governance and protection of shareholder rights [1][2] - It specifies the conditions under which directors and senior management can resign, including the requirement for written resignation reports and the timeline for resignation effectiveness [3][4] - The document also details the obligations of departing directors and senior management, including the transfer of company documents and compliance with ongoing commitments [4][5] Summary by Sections General Provisions - The regulations are established to standardize the resignation management of directors and senior management, ensuring compliance with relevant laws and company bylaws [1] Resignation Conditions and Effectiveness - Directors can resign before their term ends by submitting a written resignation report, effective upon receipt by the board, with disclosure required within two trading days [3] - If a director's resignation results in the board falling below the legal minimum, the departing director must continue to fulfill their duties until a new director is appointed [3] - Senior management can also resign before their term ends, with specific procedures outlined in their labor contracts [1][3] Transfer Procedures and Unresolved Matters - Departing directors and senior management must transfer all relevant company documents and assets within three working days of their resignation [3] - If there are unresolved commitments, the company can require a written plan for fulfillment from the departing personnel [3][4] Obligations of Departing Directors and Senior Management - The loyalty obligations of directors and senior management remain in effect for two years post-resignation [4] - There are restrictions on the transfer of shares by departing personnel, including a prohibition on transferring shares within six months of leaving [4] Accountability Mechanism - The board is responsible for reviewing any breaches of commitments or obligations by departing personnel and may pursue compensation for losses incurred [5] - Departing personnel can appeal any accountability decisions to the audit committee within 15 days of notification [5]

Core Viewpoint - The nomination of Liu Muyong as an independent director candidate for the fourth board of Shenzhen Xunjiexing Technology Co., Ltd. has been made, with the nominator affirming that the candidate meets all necessary qualifications and independence criteria [1][2][3]. Group 1: Candidate Qualifications - The candidate possesses fundamental knowledge of listed company operations and has over five years of relevant work experience in law, economics, accounting, finance, or management [1]. - The candidate has completed training and obtained certification recognized by the stock exchange [1]. - The candidate's qualifications comply with various legal and regulatory requirements, including the Company Law of the People's Republic of China and the Management Measures for Independent Directors of Listed Companies [1][2]. Group 2: Independence Criteria - The candidate does not have any relationships that could affect their independence, such as being employed by the company or its affiliates, or holding significant shares [2]. - The candidate has no adverse records, including administrative or criminal penalties from the China Securities Regulatory Commission within the last 36 months [2]. - The candidate has not been dismissed from previous independent director positions due to attendance issues [2]. Group 3: Additional Information - The nominator confirms that there are no conflicts of interest between the nominator and the candidate, and the candidate has passed the qualification review by the nomination committee [3]. - The nominator guarantees the truthfulness and completeness of the statements made regarding the candidate's qualifications [5].

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors, and to regulate its organization and behavior according to relevant laws [1][2] - The company is established as a joint-stock limited company in accordance with the Company Law and is registered with the Shenzhen Market Supervision Administration [1][2] - The company was approved for registration by the China Securities Regulatory Commission and listed on the Shanghai Stock Exchange on May 11, 2021, with an initial public offering of 33.39 million shares [1][3] Company Information - The registered capital of the company is RMB 133.39 million [2] - The company is located in the Bao'an District of Shenzhen [2] - The legal representative of the company is the chairman of the board, and the company will appoint a new legal representative within 30 days if the current one resigns [2][3] Business Objectives and Scope - The company's business objectives include cultivating top employees, manufacturing top products, and creating an industry brand to meet customized needs at various stages of research and production [3][4] - The business scope includes circuit design, sales of circuit boards and electronic components, domestic trade, and import/export of goods and technology [3][4] Shares and Capital - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [5][6] - The total number of shares issued by the company is 133.39 million, all of which are ordinary shares [5][6] - The company has specific regulations regarding the issuance, transfer, and repurchase of shares, ensuring fairness and equal rights among shareholders [6][7] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, participate in shareholder meetings, supervise company operations, and request information [10][11] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [15][16] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [48][49] - Shareholder meetings require proper notification and must include detailed information about the agenda and voting procedures [61][62] - Decisions made at shareholder meetings can be classified as ordinary or special resolutions, with different voting thresholds required for each [80][81]

Core Points - The article outlines the establishment and operational guidelines of the Compensation and Assessment Committee of Shenzhen Xunjiexing Technology Co., Ltd, aimed at improving the governance structure and management of compensation for directors and senior management [1][2][3] Group 1: General Provisions - The Compensation and Assessment Committee is a specialized body established by the board of directors, responsible for formulating assessment standards and compensation policies for directors and senior management [1] - The committee consists of three directors, including two independent directors, and is chaired by an independent director [2] Group 2: Responsibilities and Authority - The committee's main responsibilities include developing compensation plans based on the roles and responsibilities of directors and senior management, conducting annual performance evaluations, and overseeing the implementation of compensation policies [9][10] - The committee must submit proposed compensation plans for directors to the board for approval and subsequently to the shareholders' meeting for ratification [3][4] Group 3: Decision-Making Procedures - The committee is supported by a working group that prepares necessary materials for decision-making, including financial indicators and performance evaluations [12] - The assessment process involves self-evaluations by directors and senior management, followed by performance evaluations conducted by the committee [13] Group 4: Meeting Rules - Meetings of the committee require the presence of at least two-thirds of the members to be valid, and decisions are made based on a majority vote [15][16] - The committee can hold meetings in person or via remote communication, and all decisions must be documented and reported to the board [10][11]

Core Viewpoint - The company establishes a comprehensive system for managing related party transactions to protect the interests of shareholders, especially minority investors, ensuring fairness and transparency in transactions [1][2][3]. Group 1: Principles of Related Party Transactions - The company aims to minimize related party transactions and ensure that pricing is fair, just, and based on market standards [1][2]. - Related directors and shareholders must abstain from voting on related transactions [1][2]. - Independent financial advisors may be engaged to provide opinions on significant related transactions [1][2]. Group 2: Definition and Scope of Related Parties - Related parties include individuals or entities that control the company, hold more than 5% of shares, or are closely related to such individuals [2][3]. - The company must be informed of any related party relationships by its directors and senior management [3]. Group 3: Pricing and Management of Related Transactions - Related transactions should follow a pricing hierarchy: state pricing, market pricing, cost-plus pricing, and negotiated pricing [4][5]. - The finance department is responsible for tracking market price changes and cost variations related to transactions [5]. Group 4: Decision-Making Authority and Procedures - Significant related transactions require approval from a majority of independent directors before being submitted to the board [6][7]. - Transactions exceeding certain thresholds must be audited or evaluated by qualified securities service institutions [6][7]. Group 5: Disclosure Requirements - Written agreements must be established for related transactions, and significant transactions must be disclosed promptly [12][14]. - The company must report any significant fluctuations in stock prices due to rumors or reports about related transactions [12]. Group 6: Prohibitions and Responsibilities - The company is prohibited from providing financial assistance to related parties, with specific exceptions [7][14]. - Directors and senior management must not exploit their relationships to harm the company's interests, and any losses incurred must be compensated [14][15].

Core Viewpoint - The company has established a comprehensive management system for foreign exchange hedging business to mitigate investment risks and ensure asset safety [1][2][3] Group 1: Regulations and Compliance - The foreign exchange hedging business must comply with relevant laws and regulations, and the company must fulfill decision-making procedures and information disclosure obligations [2] - The company is prohibited from engaging in foreign exchange hedging solely for profit; all activities must be based on normal business operations to mitigate exchange rate or interest rate risks [2][3] - Only financial institutions approved by the State Administration of Foreign Exchange and the People's Bank of China can be engaged for foreign exchange hedging transactions [2][3] Group 2: Operational Guidelines - The company must establish a foreign exchange hedging trading account in its own name and cannot use others' accounts for these transactions [3] - The financial department is responsible for the specific operations of foreign exchange hedging, including market research and analysis of exchange rates [4] - The company must have sufficient self-owned funds for hedging activities and cannot use raised funds for these transactions [2][4] Group 3: Approval and Reporting Structure - The management team formulates foreign exchange hedging plans, which must be submitted to the board of directors or shareholders for approval [3][4] - The audit department supervises the actual operations and financial usage of the foreign exchange hedging business [4] - Any significant risks or deviations must be reported to the board of directors or shareholders promptly [4][6] Group 4: Risk Management - The financial department must conduct timely analysis and risk forecasting when exchange rates fluctuate significantly [6][7] - If losses from hedging reach or exceed 10% of the company's audited net profit attributable to shareholders or exceed 10 million yuan, immediate reporting to the chairman and audit department is required [7][8] - The company must disclose any significant risks that meet regulatory disclosure standards [8]

Core Viewpoint - The company has established a comprehensive management system for entrusted financial management to enhance investment returns while controlling risks and safeguarding the interests of the company and its shareholders [1][2]. Group 1: Definition and Scope - "Entrusted financial management" refers to the management of idle funds by entrusting financial institutions to enhance the efficiency of fund usage and increase cash asset returns [2][3]. - The system applies to the company and its subsidiaries, requiring approval for any entrusted financial management activities [2][3]. Group 2: Management Principles - The company must adhere to principles of safety, liquidity, and profitability, prioritizing fund safety and maintaining reasonable liquidity to meet operational and strategic investment needs [5][6]. - Funds used for entrusted financial management must be idle funds, ensuring that normal operational and project funds are not affected [6][7]. Group 3: Approval Authority - The decision-making bodies for entrusted financial management include the chairman, board of directors, and shareholders' meeting, with specific approval requirements based on the transaction amount relative to the company's market value [9][10]. - Transactions exceeding certain thresholds require different levels of approval, ensuring proper oversight [10]. Group 4: Information Disclosure - The company must not use entrusted financial management to circumvent necessary approval and disclosure obligations related to asset purchases or external investments [13][14]. - Any significant changes or risks related to entrusted financial products must be disclosed promptly [14][15]. Group 5: Management and Operation - The finance department is responsible for managing entrusted financial products, including planning, execution, and monitoring of investments [16][17]. - Written contracts must be signed with financial institutions, clearly outlining investment amounts, terms, and responsibilities [18][19]. Group 6: Financial Accounting - Upon completion of entrusted financial management, the company must obtain investment proof and ensure proper accounting and documentation [20][21]. Group 7: Supervision and Risk Control - The internal audit department is tasked with the daily supervision of financial products, ensuring compliance with approval processes and monitoring fund usage [22][23]. - Independent directors and the audit committee have the authority to inspect and review entrusted financial products [24][25].

Core Viewpoint - The document outlines the procedures and requirements for Shenzhen Xunjiexing Technology Co., Ltd. to select and appoint accounting firms, ensuring compliance with relevant laws and regulations while maintaining the quality of audit services and protecting shareholder interests [1][2][3]. Group 1: Selection Process - The selection of accounting firms must be approved by the Audit Committee and subsequently by the Board of Directors and the Shareholders' Meeting [1][2]. - The company must employ competitive negotiation, public bidding, invitation bidding, or single selection methods to ensure fairness and transparency in the selection process [3][4]. - The Audit Committee is responsible for proposing the selection process, evaluating candidates, and submitting recommendations to the Board of Directors [2][3]. Group 2: Quality Requirements - Selected accounting firms must meet the qualifications required by the Securities Law for A-share listed companies and have a good record of professional quality [2]. - Firms must have a fixed workplace, sound organizational structure, and robust internal management systems [2]. - The evaluation criteria for selecting accounting firms include audit fees, qualifications, professional records, quality management levels, and risk management capabilities [5][6]. Group 3: Audit Fees and Adjustments - Audit fees can be adjusted based on factors such as consumer price index changes and business complexity, with a requirement to disclose significant decreases in fees [6][7]. - The company should not set a maximum price for audit fees unless justified in the selection documents [5][6]. Group 4: Supervision and Accountability - The Audit Committee must monitor the performance of the selected accounting firms and report on their compliance with audit agreements [10][11]. - If an accounting firm exhibits significant quality defects or fails to meet obligations, the company must consider changing firms [9][10]. - The company is required to disclose information regarding the accounting firm's service duration, audit fees, and performance evaluations in its annual report [8][9].