威海广泰空港设备股份有限公司 第一章 总则 第一条 为规范威海广泰空港设备股份有限公司（以下简称"公司"）的内幕信 息管理，加强内幕信息保密工作，维护信息披露的公平原则，根据《公司法》、《证 《上市公司监管指引第 5 号——上市公司内幕信息知情人登记管理制度》、 券法》、 《上市公司信息披露管理办法》、《深圳证券交易所股票上市规则》、《深圳证券 交易所上市公司自律监管指引第 1 号——主板上市公司规范运作》等有关法律法 规、规范性文件和《公司章程》的有关规定，结合公司实际情况，制定本制度。 第二条 董事会是公司内幕信息的管理机构，董事长为内幕信息管理主要责 任人，审计委员会应当对内幕信息知情人登记管理制度实施情况进行监督，董事会 办公室是公司内幕信息的管理、登记、披露及备案的日常工作部门。 第三条 董事会办公室是公司唯一的信息披露机构，未经董事会批准同意，公 司任何部门和个人不得向外界泄露、报道、传送涉及公司的内幕信息和拟披露信息 的内容。 第四条 公司董事、高级管理人员及公司各部门、分公司、控股子公司及其董 事、高级管理人员及能够对其实施重大影响的参股公司都应做好内幕信息的保密 工作，不得泄露内幕信息，不得 ...

Core Viewpoint - The company has established a system to regulate related party transactions, ensuring transparency, fairness, and compliance with legal standards to protect the interests of the company and minority shareholders [1][2]. Group 1: Related Party Transactions - Related party transactions are defined as resource or obligation transfers between the company or its subsidiaries and related parties, including both daily operational and non-operational transactions [1][2]. - The company must ensure that related party transactions are legal, necessary, and fair, maintaining independence and avoiding the manipulation of financial indicators [1][2]. Group 2: Definition of Related Parties - Related parties include both legal entities and natural persons that meet specific criteria, such as controlling or owning more than 5% of the company's shares [2][3]. - The company must maintain a list of related parties and their relationships, which must be reported to the board of directors [3][4]. Group 3: Decision-Making Procedures - Related party transactions must be approved by independent directors before being presented to the board, with related directors required to abstain from voting [4][5]. - Shareholders with related interests must also abstain from voting on related party transactions, ensuring that decisions are made by non-related shareholders [5][6]. Group 4: Disclosure Requirements - Transactions exceeding certain thresholds, such as 300,000 yuan for natural persons or 3 million yuan for legal entities, must be disclosed and submitted for shareholder approval [6][7]. - The company is required to disclose related party transactions, including details about the transaction parties, pricing, and any necessary approvals [10][11]. Group 5: Financial Assistance and Guarantees - The company is prohibited from providing financial assistance to related parties, except under specific conditions involving equal contributions from other shareholders [9][8]. - Any guarantees provided to related parties must also undergo rigorous approval processes involving independent directors and shareholder meetings [8][9]. Group 6: Daily Transactions and Reporting - Daily related party transactions must be reported and approved based on estimated annual amounts, with significant changes requiring re-evaluation [12][21]. - The company must disclose the actual performance of daily related party transactions in annual and semi-annual reports [12][21].

威海广泰空港设备股份有限公司 第一章 总则 第一条 为了提高威海广泰空港设备股份有限公司（以下简称"公司"）的规范 运作水平，增强信息披露的真实性、准确性、完整性和及时性，提高年报信息披露 的质量，根据《公司法》、 《证券法》、 《上市公司信息披露管理办法》、 《上市公司治 理准则》、 《深圳证券交易所股票上市规则》等法律法规、规范性文件和《公司章程》 的相关规定，结合公司实际情况，制定本制度。 第二条 公司有关人员应当严格执行《企业会计准则》及相关规定，严格遵守 公司各项内部控制制度，确保财务报告真实、公允地反映公司的财务状况和经营成 果。公司有关人员不得干扰、阻碍审计机构及相关审计人员独立、客观地进行年报 审计工作。 第三条 本制度所指责任追究制度是指年报信息披露工作中有关人员不履行 或者未正确履行职责、义务而导致年报披露信息出现重大差错，对公司造成重大经 济损失或者造成不良社会影响时的追究与处罚制度。 第四条 本制度适用于公司董事、高级管理人员、控股子公司负责人、控股股 东及实际控制人以及与年报信息披露工作有关的其他人员。 第五条 实行责任追究应遵循以下原则： 第二章 财务报告重大会计差错的认定及处理程 ...

Core Viewpoint - The company has established a set of regulations to manage the shareholding and trading activities of its directors and senior management, ensuring compliance with relevant laws and regulations [1][2]. Summary by Sections General Provisions - The company aims to strengthen the management of shares held by directors and senior management in accordance with the Company Law, Securities Law, and other relevant regulations [1]. - Directors and senior management must adhere to legal restrictions on share trading and make commitments regarding their shareholding changes [1]. Holding and Reporting Requirements - Directors and senior management are required to notify the board secretary in writing before buying or selling shares, who will then verify compliance with disclosure and regulatory requirements [2]. - Personal and family information of directors and senior management must be reported to the Shenzhen Stock Exchange within specified timeframes [2]. Restrictions on Share Trading - Shares held by directors and senior management are subject to lock-up periods and trading limits based on the duration of the company's listing and the nature of the shares [3][4]. - Directors and senior management can only transfer a maximum of 25% of their total shareholding per year, with certain exceptions [3][4]. Prohibited Trading Situations - Directors and senior management are prohibited from trading shares during specific periods, such as before the announcement of financial reports or during significant events that could affect share prices [7][8]. - There are strict conditions under which shares cannot be transferred, including during the first year of listing and within six months after leaving the company [6][7]. Information Disclosure - The board secretary is responsible for managing and reporting the shareholding status of directors and senior management, ensuring timely disclosure of any changes [8]. - Any changes in shareholding must be reported within two trading days, including details of the transaction [8][9]. Penalties - Any violations of the trading regulations will result in the company reclaiming any profits made from such trades, and severe cases may lead to disciplinary actions against the responsible individuals [11]. Supplementary Provisions - The regulations will be updated in accordance with new laws and regulations, ensuring compliance with the latest legal standards [13].

Core Points - The company has established a system to effectively prevent and mitigate asset loss risks, enhancing its risk resistance capabilities [1] - The system is based on relevant financial accounting standards and guidelines, tailored to the company's actual situation [1] Group 1: Asset Impairment - Asset impairment refers to the difference when the recoverable amount of an asset is less than its book value [1] - The company recognizes impairment losses for various assets, including financial assets, inventory, long-term equity investments, fixed assets, and goodwill [2][11] - The company calculates expected credit losses based on historical data, current conditions, and future economic forecasts [3][6] Group 2: Financial Asset Impairment - The company measures expected credit losses for financial instruments based on their credit risk stages [3][4] - Financial instruments are categorized into three stages based on credit risk changes, affecting how expected credit losses are calculated [3][4] - The company assumes that financial instruments with low credit risk have not significantly increased in credit risk since initial recognition [5] Group 3: Inventory Impairment - Inventory is valued at the lower of cost and net realizable value, with impairment recognized for damaged or obsolete items [9][10] - The company conducts inventory checks at the end of the reporting period to assess potential impairment [10] Group 4: Long-term Equity Investment Impairment - Long-term equity investments are assessed for impairment based on their recoverable amount compared to book value [11][12] - The company must conduct a detailed review of long-term equity investments at the end of the reporting period [12] Group 5: Approval and Reporting - The company requires written reports for the recognition and write-off of impairment losses, detailing the methods and impacts on financial status [17][19] - Impairment loss recognition and write-off must be disclosed in periodic reports [19]

Core Points - The company has established a system for managing sensitive information to prevent insider trading and protect the interests of small investors [1][2] - Sensitive information is defined as information that could significantly impact the trading price of the company's stock and derivatives [1] - The board secretary is responsible for organizing the identification and management of sensitive information [2][3] Section Summaries General Provisions - The company aims to strengthen the management of sensitive information in accordance with relevant laws and regulations [1] - Sensitive information includes reports and rumors from various media that could affect the company's stock price [1] Sensitive Information and Reporting Standards - Key personnel responsible for identifying sensitive information include board members, senior management, and major shareholders [1][2] - Relevant departments must conduct thorough checks on sensitive information within their scope of responsibility [2] Management Structure - The board secretary is directly responsible for the sensitive information management process [2] - The board office assists in the collection, confidentiality, and disclosure of sensitive information [2] Internal Reporting Procedures - Obligated personnel must report sensitive information immediately to the board office or the board secretary [3] - The board office will analyze reported information and decide on the necessary disclosure procedures [3] Strengthening Internal Supervision - The company will educate board members and senior management on laws and regulations to prevent insider trading [4] - A record of individuals with access to sensitive information will be maintained throughout its lifecycle [4] Supplementary Provisions - The system will be revised in accordance with new laws and regulations [5] - The board of directors is responsible for the interpretation of this system [5]

Group 1 - The company aims to improve its corporate governance structure by defining the rights, obligations, and responsibilities of the board secretary [1] - The board secretary is a senior management position responsible for liaising with the Shenzhen Stock Exchange and ensuring compliance with relevant laws and regulations [1][2] - The company must provide necessary conditions for the board secretary to perform their duties, including access to financial and operational information [1] Group 2 - The qualifications for the board secretary include a bachelor's degree, at least three years of relevant work experience, and a certificate issued by the Shenzhen Stock Exchange [2] - Individuals with certain disqualifying conditions, such as regulatory sanctions or legal restrictions, are not eligible to serve as board secretary [2][3] Group 3 - The board secretary is appointed by the board of directors and serves a term of three years, with the possibility of reappointment [3] - The company must submit relevant documents to the Shenzhen Stock Exchange prior to the appointment of the board secretary [3][4] Group 4 - The board secretary is responsible for managing information disclosure, investor relations, and coordinating board meetings [6] - The board secretary must ensure compliance with legal and regulatory requirements and report any potential violations to the Shenzhen Stock Exchange [6][7] Group 5 - The company must sign a confidentiality agreement with the board secretary, who is required to maintain confidentiality during and after their tenure [5] - In the event of a vacancy, the board must appoint an interim secretary and report this to the Shenzhen Stock Exchange [5] Group 6 - The board secretary has a fiduciary duty to act in the best interests of the company and must not misuse their position for personal gain [6][7] - The company must ensure that the board secretary has the necessary resources and equipment to fulfill their responsibilities effectively [7]

威海广泰空港设备股份有限公司 第一章 总则 第一条 为加强威海广泰空港设备股份有限公司（以下简称"公司"）对子公司 的管理，确保子公司规范、高效、有序地运作，切实保护投资者利益，根据《公司 法》、 《证券法》、 《深圳证券交易所股票上市规则》、 《深圳证券交易所上市公司自律 监管指引第 1 号——主板上市公司规范运作》、《企业内部控制基本规范》等法律 法规、规范性文件及《公司章程》的有关规定，结合公司实际情况，制定本制度。 第二条 本制度所称子公司是指公司直接或者间接实际控制的公司。 第三条 本制度适用于公司及公司的子公司。子公司董事及高级管理人员应 严格执行本制度，并应依照本制度及时、有效地做好管理、指导、监督等工作。 公司对参股公司的管理参照本制度执行。公司应履行股东义务，对参股公司经 营必须有知情权，必须派人参加参股公司的股东会，获取参股公司财务报表。 子公司同时控股其他公司的，应参照本制度的要求逐层建立对其子公司的管 理办法，并接受公司的监督。 第二章 子公司管理的原则 第四条 在公司总体战略方针和目标框架下，子公司依据《公司法》、 《证券法》 第八条 子公司应当依据《公司法》及有关法律法规的规定，建 ...

董事会审计委员会实施细则 威海广泰空港设备股份有限公司 董事会审计委员会实施细则 第一章 总则 第一条 为强化董事会决策职能，做到事前审计、专业审计，确保董事会对经 理层的有效监督，完善公司治理结构，根据《公司法》、《证券法》、《上市公司 治理准则》、《深圳证券交易所股票上市规则》、《深圳证券交易所上市公司自律 监管指引第 1 号——主板上市公司规范运作》（以下简称"监管指引"）等法律法 规、规范性文件和《威海广泰空港设备股份有限公司章程》 （以下简称《公司章程》） 的有关规定，结合公司实际情况，制定本细则。 第二条 董事会审计委员会是董事会下设的专门工作机构，主要负责审核公 司财务信息及其披露、监督及评估内外部审计工作和内部控制，向董事会报告工作 并对董事会负责。 第二章 人员组成 第三条 审计委员会委员由 5 名不在公司担任高级管理人员的董事组成，其 中应至少包括 3 名独立董事，并且委员中至少有一名独立董事为专业会计人士。 第四条 审计委员会委员由董事长、二分之一以上独立董事或者全体董事的 三分之一提名，并由董事会选举产生。 第五条 审计委员会设召集人 1 名，由会计专业独立董事委员担任。召集人 由委员 ...

General Overview - The company establishes a system to regulate major investment activities, ensuring scientific, standardized, and transparent decision-making to safeguard funds and assets, prevent investment risks, and protect the interests of the company and its shareholders [1][2]. Investment Definition - Investment refers to the economic behavior of allocating sufficient funds or equivalent assets to certain fields to obtain returns or capital appreciation in the foreseeable future, including both internal and external investments [1]. Approval Authority - Major investment projects require approval from the company's chairman, board of directors, and shareholders' meeting according to their respective authorities, with a strict review and decision-making process [2][3]. - Specific investment matters reaching certain thresholds must be submitted for board review, including those exceeding 10% of audited annual revenue or net profit [2][3]. Decision-Making Process - Investment project proposals must be submitted in writing by shareholders, directors, senior management, and relevant departments, including key financial indicators and project advantages [5]. - The investment management department is responsible for summarizing and reviewing project proposals, conducting due diligence, and preparing feasibility reports for board submission [5][6]. Securities Investment and Derivative Trading - Securities investment includes various activities such as new stock subscriptions, stock repurchases, and bond investments, while derivatives refer to financial instruments like futures and options [6][7]. - The company must manage funds prudently and focus on its main business, avoiding speculative derivative trading [6][7]. Risk Management - The board should continuously monitor the execution and safety of securities investments and derivatives, taking immediate action in case of significant losses [7][9]. - A feasibility analysis report is required for derivative trading, and independent directors must provide special opinions on such transactions [8][9]. Investment Recovery and Exit - The company can recover external investments under specific circumstances, such as significant deviations from business direction or continuous losses [13][15]. - The financial department is responsible for asset evaluation during investment recovery and transfer processes [13]. Responsibilities of Management - Company directors and management must exercise caution and strictly control investment risks, bearing responsibility for any violations or improper investment actions [38][39]. - The audit committee has the authority to supervise and inspect the company's investment activities [32][33].