Core Viewpoint - The document outlines the regulations and guidelines for independent directors at Beijing Qianfang Technology Co., Ltd, emphasizing the importance of their independence, qualifications, responsibilities, and the mechanisms for their nomination and evaluation [1][2][3]. Group 1: Independent Director Definition and Responsibilities - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their judgment [1][2]. - They are obligated to act in good faith and diligence towards the company and all shareholders, particularly minority shareholders [2][3]. - Independent directors should independently and impartially perform their duties, avoiding influences from major shareholders or the actual controller [2][3]. Group 2: Qualifications and Independence - Independent directors must meet specific qualifications, including having at least five years of relevant work experience and a good personal reputation [3][4]. - Certain individuals, such as those with significant shareholdings or close relationships with major shareholders, are prohibited from serving as independent directors [4][5]. Group 3: Nomination and Election Process - The board of directors or shareholders holding more than 1% of the company's shares can propose candidates for independent directors, who are then elected by the shareholders [5][6]. - Independent directors must be elected separately from other directors, and cumulative voting is implemented [6][7]. Group 4: Duties and Special Powers - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [19][20]. - They have special powers, including the ability to hire external consultants and call for extraordinary shareholder meetings [20][21]. Group 5: Performance Evaluation and Reporting - Independent directors must conduct annual self-assessments of their independence and submit reports to the board [5][12]. - They are required to submit a performance report to the annual shareholders' meeting, detailing their attendance and participation in board activities [12][13]. Group 6: Support and Resources - The company is responsible for providing necessary working conditions and support for independent directors to fulfill their duties effectively [30][31]. - Independent directors should have equal access to information and resources as other board members to ensure informed decision-making [31][32].

Core Points - The document outlines the governance structure and operational systems of Beijing Qianfang Technology Co., Ltd, aiming to enhance institutionalization, standardization, and scientific management [1] Group 1: General Provisions - The company establishes a governance structure in accordance with the Company Law and relevant regulations [1] - Senior management, including the general manager and financial officer, must adhere to legal and company regulations, fulfilling their duties with integrity and diligence [1][2] - The general manager is responsible for daily operations and must report to the board of directors [1][3] Group 2: Appointment and Dismissal of Managers - The general manager must possess strong personal qualities, professional ethics, and relevant experience [2] - Certain individuals are prohibited from serving as the general manager or other senior management roles, including civil servants and those with criminal records [2] - The company can dismiss senior management if they violate the stipulated conditions [4] Group 3: Managerial Authority - The general manager has the authority to manage daily operations, implement board decisions, and propose organizational changes [13] - Specific financial thresholds are set for the general manager to approve non-routine transactions without board approval [5][6] - The general manager's office meetings are held regularly to address significant administrative and operational issues [20][21] Group 4: Reporting System - The general manager must report to the board on significant operational matters and ensure the accuracy of these reports [30][31] - In case of major incidents, the general manager is required to inform the board promptly [33] Group 5: Incentives and Constraints - The compensation for the general manager and senior management is linked to company performance and individual achievements [35][36] - Serious misconduct by the general manager can lead to penalties, including dismissal and potential criminal charges [37][38]

Core Points - The document outlines the regulations and responsibilities of the Board Secretary of Beijing Qianfang Technology Co., Ltd, emphasizing the importance of compliance with laws and regulations [1][4][10] - The qualifications required for the Board Secretary include financial, management, and legal knowledge, along with good professional ethics [3][4] - The document specifies the procedures for appointing and dismissing the Board Secretary, ensuring transparency and accountability in the process [7][8] Section Summaries General Principles - The purpose of the document is to promote standardized operations within the company and clarify the responsibilities of the Board Secretary [1] Qualifications - The Board Secretary must possess necessary professional knowledge and good personal ethics, with specific disqualifications outlined [3][4] Responsibilities - Key responsibilities include managing information disclosure, coordinating investor relations, organizing board meetings, and ensuring compliance with regulations [4][5][9] Appointment and Dismissal Procedures - The company must appoint a new Board Secretary within three months of a vacancy and must provide reasons for dismissal [7][8] Legal Responsibilities - The Board Secretary is liable for any violations of laws or regulations that result in company losses, with provisions for exemption if dissent is proven [11][12]

北京千方科技股份有限公司 二〇二五年八月修订 北京千方科技股份有限公司 第一章 总则 第一条 为进一步建立健全公司董事、高级管理人员的薪酬和考核管理制度， 建立员工业绩考核与评价体系，制订科学、有效的薪酬管理制度，实施公司的人 才开发与利用战略，完善公司治理结构，根据《中华人民共和国公司法》（以下 简称"《公司法》"）等有关法律、法规、规范性文件和《北京千方科技股份有限 公司章程》 （以下简称"公司章程"）及其细则的有关规定，公司设立董事会薪酬 与考核委员会（以下简称"薪酬委员会"或"委员会"），并制定本规则。 第二条 薪酬委员会是董事会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。 第三条 薪酬委员会行使下列职权： （一）拟定公司董事和高级管理人员的工作岗位职责； （二）根据董事和高级管理人员管理岗位的主要范围、职责、重要性以及其 他相关企业相关岗位的薪酬水平制定薪酬政策、计划或方案；薪酬政策、计划或 方案主要包括但不限于绩效评价标准、程序及主要评价体系，奖励和惩罚的主要 方案和制度等； （三）拟订董事和高 ...

Group 1 - The company establishes a Nomination Committee to optimize the board composition and improve corporate governance [1][2] - The Nomination Committee is responsible for proposing selection criteria and procedures for directors and senior management, as well as reviewing candidates' qualifications [1][2] - The committee consists of three directors, with independent directors making up the majority [5][6] Group 2 - The committee's meetings can be convened by the chairperson or upon proposal by other members, requiring a majority presence to proceed [3][10] - Meeting notifications must be sent three days in advance, detailing the agenda and other relevant information [11][12] - Decisions are made by a simple majority vote, and meeting records must be kept for ten years [17][18] Group 3 - The committee must ensure compliance with legal and regulatory requirements when selecting candidates for directors and senior management [20][21] - The process includes extensive searches for qualified candidates and thorough evaluations of their backgrounds and experiences [21][22] - Any conflicts of interest must be disclosed, and related members must abstain from voting on relevant matters [8][22]

Core Points - The company establishes an Audit Committee to enhance the decision-making function of the board and ensure effective supervision of financial activities and internal controls [1][2] - The Audit Committee is responsible for reviewing financial information, supervising external and internal audits, and ensuring compliance with laws and regulations [1][3] - The committee consists of three directors, with a majority being independent directors, and at least one member must be a professional accountant [5][6] Group 1 - The Audit Committee is tasked with reviewing the authenticity, accuracy, and completeness of financial reports, focusing on significant accounting and auditing issues [2][3] - The committee has the authority to propose the hiring or dismissal of external auditors and evaluate their performance [2][3] - Internal audit departments must report to the Audit Committee, which supervises their work and ensures effective internal controls [3][4] Group 2 - The Audit Committee meetings can be regular or temporary, with at least one meeting held quarterly [6][7] - Decisions made in the meetings require a majority vote from the members present, and detailed records of the meetings must be maintained [10][11] - Members of the Audit Committee must adhere to confidentiality obligations regarding undisclosed information [12][13]

| 北京千方科技股份有限公司 | | | | | 2025 | 年半年度报告摘要 | | | | --- | --- | --- | --- | --- | --- | --- | --- | --- | | 证券简称：千方科技 | 公告编号：2025-034 | | | 证券代码：002373 | | | | | | 2025 年半年度报告摘要 | | | | 北京千方科技股份有限公司 | | | | | | | 北京千方科技股份有限公司 | | | | | | 2025 | 年半年度报告 | | 摘要 | | | | | | | | | | 一、重要提示 | | | | | | | | | | 本半年度报告摘要来自半年度报告全文，为全面了解本公司的经营成果、财务状况及未来发展规划，投 | | | | | | | | | | 资者应当到证监 | | | | | | | | | | 会指定媒体仔细阅读半年度报告全文。 | | | | | | | | | | 所有董事均已出席了审议本报告的董事会会议。 | | | | | | | | | | 非标准审计意见提示 | | | | | | | | | | ?不适用 ...

每天三分钟公告很轻松 飞鹿股份（300665）：筹划公司控制权变更事项 22日起停牌；中国石化和东贝集团拟回购公司股份； 万泰生物：公司九价HPV疫苗首次获得批签发证明；格林美：公司与蔚蓝锂芯签署战略合作协议；特一 药业和千方科技半年报净利同比增逾10倍…… 今日看点 ▼聚焦一：飞鹿股份：实控人筹划公司控制权变更事项 22日起停牌 公司收到控股股东、实际控制人章卫国通知，章卫国正在筹划公司控制权变更相关事宜，方案涉及股份 协议转让、表决权委托及公司向特定对象发行股份。目前，相关方正在就具体交易方案、协议等相关事 项进行论证和磋商。 经公司向深圳证券交易所申请，公司股票自2025年8月22日（星期五）开市起停牌，预计停牌时间不超 过2个交易日。 ▼聚焦二：中国石化和东贝集团拟回购公司股份 中国石化：公司拟使用不低于5亿元、不超过10亿元的自有资金和回购专项贷款，通过上海证券交易所 系统以集中竞价交易方式回购公司发行的A股股份，回购价格为不超过8.72元/股，本次回购股份的期限 自董事会批准方案之日起不超过3个月，回购的股份将全部注销并减少注册资本。按回购股份价格上限 8.72元/股测算，预计本次回购A股股份数量 ...

Group 1: Government Policies and Initiatives - The State Council approved the "Development Plan for Open Innovation in the Biopharmaceutical Industry Chain in the China (Jiangsu) Pilot Free Trade Zone," aiming to establish a globally influential biopharmaceutical industry cluster and enhance international competitiveness [1] - The National Energy Administration reported that the total electricity consumption in July reached 10,226 billion kWh, a year-on-year increase of 8.6%, with significant growth in the primary industry at 20.2% [1] Group 2: Market Trends and Economic Indicators - The average pig-to-grain price ratio in China has fallen below 6:1, entering a warning zone, prompting the National Development and Reform Commission to initiate central frozen pork reserve storage to stabilize the market [2] - The National Foreign Exchange Administration will pilot green foreign debt business in 16 provinces and cities, encouraging non-financial enterprises to use cross-border financing for green or low-carbon transformation projects [3] Group 3: Company News - Kuaishou reported a total revenue of 35 billion yuan for Q2, with an adjusted net profit of 5.6 billion yuan [4] - Digital Video Technology achieved a net profit of 1.67003 million yuan in the first half of the year, a year-on-year increase of 2,747.64% [4] - China Petroleum & Chemical Corporation (Sinopec) saw a 39.8% year-on-year decline in net profit for the first half of the year and plans to distribute a semi-annual cash dividend of 0.088 yuan per share [4] - Qianfang Technology reported a net profit of 170 million yuan in the first half of the year, a year-on-year increase of 1,287.12% [4]

（文章来源：证券日报） 证券日报网讯 8月21日晚间，千方科技发布公告称，公司第六届监事会第十一次会议审议通过了《2025 年半年度报告及摘要》等多项议案。 ...