General Principles - The company establishes a system for the selection of accounting firms to enhance financial information quality and protect shareholder interests, in accordance with relevant laws and regulations [1][2] - The selection process includes hiring, re-hiring, and changing accounting firms, which must comply with the established system [1] Selection Process - The appointment or dismissal of accounting firms must be approved by the Audit Committee, then submitted to the Board of Directors, and finally decided by the shareholders' meeting [2][3] - The controlling shareholders and actual controllers are prohibited from interfering with the Audit Committee's independent review before the Board and shareholders' meetings [2] Quality Requirements - Selected accounting firms must have independent legal status, meet regulatory requirements, and possess a good record of professional quality [2] - The firm must have qualified registered accountants who have not faced administrative penalties related to securities and futures in the past three years [2] Evaluation and Scoring - The evaluation of accounting firms must include criteria such as audit fees, qualifications, professional records, quality management, and resource allocation [5][6] - Quality management must account for at least 40% of the evaluation score, while audit fees should not exceed 15% [6] Information Disclosure - The company must disclose information about the accounting firm, including service duration and audit fees, in annual financial reports [29][30] - Any changes in accounting firms must be accompanied by detailed disclosures regarding the reasons for the change and the quality of the firms involved [30][31] Supervision and Penalties - The Audit Committee is responsible for supervising the selection process and ensuring compliance with laws and regulations [12][13] - Serious violations by accounting firms may lead to their disqualification from future audits, and the Board must report such incidents to regulatory authorities [13][34]

General Principles - The purpose of the system is to standardize the behavior of the board secretary of Nuwei CNC Equipment (Suzhou) Co., Ltd. and improve the corporate governance structure [1][2] - The system is based on relevant laws, regulations, and the company's articles of association [1][2] Appointment of Board Secretary - The company appoints one board secretary who is a senior management member responsible for legal obligations and duties [3] - The board secretary must possess good professional ethics, necessary knowledge in finance, management, and law, and relevant work experience [3][4] - Certain individuals are prohibited from serving as board secretary, including those with recent administrative penalties from the China Securities Regulatory Commission [4] Responsibilities and Duties - The board secretary is responsible for information disclosure, ensuring compliance with disclosure regulations, and managing investor relations [5][6] - Duties include organizing board meetings, assisting in establishing internal control systems, and managing shareholder information [5][6] - The board secretary must adhere to legal obligations and maintain confidentiality regarding company information [6][7] Amendments and Implementation - The system must be modified if there are changes in relevant laws or if the board decides to amend it [8] - The system takes effect upon approval by the board [8]

General Principles - The purpose of the guidelines is to promote institutional, standardized, and scientific management of the company, ensuring the correctness and rationality of major business decisions [1] - The guidelines aim to implement the Company Law, the company's articles of association, and the powers delegated to the general manager team by the board of directors [1] General Manager Responsibilities - The company has one general manager, appointed or dismissed by the board of directors, who is responsible for daily business operations and management [3] - The general manager must adhere to principles of loyalty, integrity, diligence, legality, and efficiency [2] - The general manager has the authority to organize the implementation of the board's resolutions and report work to the board [2][3] Authority and Decision-Making - The general manager is responsible for implementing the company's annual business plan and investment proposals [2] - The general manager can decide on transactions below a certain threshold without board approval, but related transactions must be submitted for board or shareholder review [2] - The general manager is responsible for internal management matters and must ensure compliance with national laws and regulations when formulating internal management rules [3] Reporting Obligations - The general manager must report to the board on major contracts, execution status, fund utilization, and profit and loss situations, ensuring the truthfulness of the reports [3][4] - Reports include regular business reports (mid-term and annual) and temporary reports for significant events [4] Senior Management Structure - The company has senior management positions including vice general manager, board secretary, financial director, and chief engineer, all nominated by the general manager and appointed by the board [10] - Candidates for senior management positions must meet specific legal and regulatory requirements [10] Meetings and Documentation - The general manager's office meetings are held to discuss work and make decisions, with the general manager presiding over these meetings [14] - Important meeting materials must be distributed in advance, and minutes must be kept for at least ten years [8][9] Accountability and Responsibility - The company will hold the general manager and other senior management accountable for losses due to negligence or misconduct [28] - Specific circumstances that warrant accountability include violations of disclosure regulations and decisions that lead to significant negative impacts on the company [28][30] Miscellaneous Provisions - The guidelines will be revised in accordance with any changes in national laws or the company's articles of association [31] - The board of directors holds the interpretation rights of these guidelines [32]

Core Viewpoint - The document outlines the insider information management system of Nuwei CNC Equipment (Suzhou) Co., Ltd, aiming to regulate insider information handling, enhance confidentiality, and ensure fair information disclosure in compliance with relevant laws and regulations [2][3][4]. Group 1: Insider Information Definition - Insider information refers to non-public information that significantly impacts the company's operations, finances, or the trading prices of its securities, including major changes in business strategy, significant asset transactions exceeding 30% of total assets, and major losses or debts [3][4][5]. Group 2: Insider Information Recipients - Insider information recipients include company directors, senior management, shareholders holding over 5% of shares, and personnel from related companies or regulatory bodies who can access insider information due to their roles [2][3][4]. Group 3: Confidentiality Responsibilities - Insider information recipients are obligated to maintain confidentiality and are prohibited from disclosing or trading based on insider information. Measures must be taken to limit the number of individuals aware of such information [6][7][9]. Group 4: Record-Keeping and Reporting - The company must maintain accurate records of insider information recipients and report this information to relevant authorities within five trading days after the public disclosure of insider information. Records must be kept for at least ten years [11][12][22]. Group 5: Accountability and Penalties - The company is responsible for investigating any breaches of insider information confidentiality and may impose penalties on individuals who leak information or engage in insider trading. Serious violations may lead to criminal prosecution [13][14][15].

纽威数控装备（苏州）股份有限公司 内部审计管理制度 (三)保障公司资产的安全； 纽威数控装备（苏州）股份有限公司 内部审计管理制度 第一章 总则 第一条 为加强纽威数控装备（苏州）股份有限公司(以下简称公司)内部审 计工作管理，提高审计工作质量，实现公司内部审计工作规范化、标准化，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》《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》等法律、法规和《纽威数控装备（苏州）股份有限公司章程》(以 下简称"《公司章程》")的有关规定，结合公司的实际情况，制定本制度。 第二条 内部审计是指公司内部审计部门或人员对公司、控股子公司以及具 有重大影响的参股公司的内部控制和风险管理的有效性，财务信息的真实性和完 整性以及经营活动的效率和效果等进行的独立、客观的监督和评价活动。 第三条 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； (四)确保公司公开的信息真实、准确、完整和公 ...

Core Points - The company, Neway CNC Equipment (Suzhou) Co., Ltd., was established as a joint-stock company in accordance with Chinese laws and regulations, specifically the Company Law and Securities Law [1][2] - The company was registered with the China Securities Regulatory Commission on August 3, 2021, and issued 81.6667 million shares of ordinary stock to the public [2] - The registered capital of the company is RMB 457.33338 million [2] - The company aims to enhance economic cooperation, improve product quality, and contribute to local economic development [4] Company Structure - The company is governed by a board of directors, with the chairman serving as the legal representative [2][3] - The legal representative is responsible for civil activities conducted in the name of the company, and the company bears the legal consequences of these activities [2][3] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with its entire assets [2][3] Share Issuance and Management - The company's shares are issued in the form of stocks, with all shares being ordinary shares [4][5] - The company has issued a total of 457.33338 million shares, with a nominal value of RMB 1.00 per share [5][6] - The company cannot provide financial assistance for others to acquire its shares, except under specific conditions approved by the shareholders' meeting [6][7] Shareholder Rights and Responsibilities - Shareholders have the right to receive dividends, participate in meetings, supervise the company's operations, and request the company to repurchase their shares under certain conditions [11][12] - Shareholders must comply with laws and the company's articles of association, and they are prohibited from abusing their rights to harm the company or other shareholders [16][42] Governance and Meetings - The company holds annual and temporary shareholders' meetings, with specific procedures for convening and conducting these meetings [49][50] - The board of directors is responsible for calling the shareholders' meetings and must ensure that the meetings are conducted in accordance with legal and regulatory requirements [52][53] - Shareholders holding more than 10% of the shares can request a temporary shareholders' meeting under certain conditions [54][55] Audit and Compliance - The company has established an audit committee that can propose the convening of temporary shareholders' meetings and is responsible for ensuring compliance with legal and regulatory requirements [53][54] - The company must disclose relevant information and comply with the requirements set forth by the China Securities Regulatory Commission and the stock exchange [12][18]

Core Points - The internal reporting system for significant information at Nuwei CNC Equipment (Suzhou) Co., Ltd. aims to ensure effective communication and control of major information within the company, complying with relevant laws and regulations [3][4][5] - The system applies to the company, its subsidiaries, and associated companies where the company can exert significant influence [4][5] Group 1: General Provisions - The internal reporting system is established to ensure timely, truthful, accurate, and complete disclosure of significant information, protecting investors' rights [3][4] - The board of directors is responsible for managing significant information and its disclosure [5] Group 2: Reporting Obligations - Internal information reporters include company directors, senior management, department heads, and other relevant personnel [4][5] - Reporters must ensure that the information provided is timely, truthful, accurate, and complete, and they are obligated to maintain confidentiality before public disclosure [5][6] Group 3: Definition of Significant Information - Significant information refers to any information that may have a substantial impact on the trading price of the company's stock and derivatives [7][8] - Examples of significant information include major transactions, significant contracts, related party transactions, and legal matters [8][9] Group 4: Reporting Procedures - Departments must report potential significant information to the board secretary as soon as they become aware of it [11][12] - The board secretary is responsible for analyzing reported information and determining if disclosure is necessary [13][14] Group 5: Management and Responsibilities - The company implements a real-time reporting system for significant information, ensuring timely and accurate reporting by all departments [16] - The board secretary organizes training for personnel responsible for reporting significant information to ensure compliance with governance and disclosure requirements [21][22]

Core Points - The independent director system aims to enhance the governance structure of Nuwei CNC Equipment (Suzhou) Co., Ltd, ensuring scientific decision-making and protecting the rights of all shareholders, especially minority shareholders [1][2] - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [1][2] - The board must include at least one-third independent directors, with at least one being a professional accountant [2][3] Group 1: Independent Director Responsibilities - Independent directors are required to participate in board decisions and provide clear opinions on matters discussed [16][17] - They have the authority to independently hire intermediaries for auditing, consulting, or verification of specific company matters [17] - Independent directors must report any violations of laws or regulations to the board and can escalate issues to regulatory bodies if necessary [30][31] Group 2: Independence and Qualifications - Independent directors must meet specific independence criteria, including not having significant business relationships with the company or its major shareholders [8][9] - Candidates for independent director positions must possess relevant experience and qualifications, including at least five years in legal, accounting, or economic roles [6][7] - Independent directors must maintain their independence and report any situations that may affect their impartiality [2][3] Group 3: Appointment and Termination - The nomination and election of independent directors must follow a transparent process, including obtaining consent from nominees and disclosing their qualifications [5][6] - Independent directors serve terms aligned with other board members, with a maximum continuous service of six years [13][14] - The company must promptly disclose reasons for the termination of independent directors if applicable [14][15] Group 4: Communication and Reporting - Independent directors are required to communicate regularly with minority shareholders and provide annual reports on their activities and performance [28][31] - They must ensure that they have access to all necessary information to perform their duties effectively [16][17] - Independent directors should maintain detailed records of their activities and decisions, which must be preserved for at least ten years [12][13]

纽威数控装备（苏州）股份有限公司 信息披露暂缓与豁免管理制度 第一章 总则 （一）属于核心技术信息等，披露后可能引致不正当竞争的； （二）属于公司自身经营信息，客户、供应商等他人经营信息，披露后可能 侵犯公司、他人商业秘密或者严重损害公司、他人利益的； （三）披露后可能严重损害公司、他人利益的其他情形。 第五条 公司和其他信息披露义务人暂缓、豁免披露商业秘密后，出现下列 情形之一的，应当及时披露： （一）暂缓、豁免披露原因已消除； （二）有关信息难以保密； 第一条 为规范纽威数控装备（苏州）股份有限公司（以下简称"公司"） 的信息披露暂缓与豁免行为，促进公司依法规范运作，切实保护公司、股东、债 权人及其他利益相关者的合法权益，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》（以下简称"《证券法》"）、 《上市公司信息披露管理办法》《上市公司信息披露暂缓与豁免管理规定》《上 海证券交易所科创板股票上市规则》（以下简称"《上市规则》"）、《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》（以下简称"《规 范运作指引》"）等法律、法规、规范性文件及《纽威数控装备（ ...

Group 1 - The purpose of the remuneration management system is to standardize the compensation for the board of directors and senior management, establish effective incentive and restraint mechanisms, and align with the company's strategic development goals [1] - The system applies to the secretary of the board and the chief financial officer, as well as other senior management as defined in the company's articles of association [1] - The remuneration principles and structure are designed to link compensation to performance and compliance with relevant laws and regulations [1][2] Group 2 - All expenses incurred in the course of performing duties will be borne by the company, including basic salary and allowances for directors [1][2] - Social insurance and housing provident fund contributions will be made according to national and local laws and regulations [2] - The remuneration management institution is responsible for guiding the implementation of this system and ensuring compliance with the company's articles of association [2]