Group 1 - The company has revised its Articles of Association and related governance systems, eliminating the supervisory board and transferring its powers to the audit committee of the board of directors [1][2] - The revisions are based on the latest regulations from the China Securities Regulatory Commission and aim to align the company's governance with current legal requirements [1][2] - The company will submit the revised Articles of Association to the first extraordinary general meeting of shareholders in 2025 for approval [2][3] Group 2 - The company has updated several internal governance systems to ensure compliance with the latest laws and regulations, enhancing its operational mechanisms and governance standards [2][3] - The "Rules of Procedure for Shareholders' Meetings" has been renamed to "Rules of Procedure for General Meetings," and the "Management System for Changes in Shares Held by Directors, Supervisors, and Senior Management" has been renamed to "Management System for Changes in Shares Held by Directors and Senior Management" [3] - The revised internal governance systems will take effect upon approval by the shareholders' meeting [3]

Core Viewpoint - The company is revising its governance structure and independent director guidelines to enhance internal controls and protect minority shareholders' interests [1][2][3] Summary by Sections Governance Structure - The company aims to improve its corporate governance and board structure in accordance with relevant laws and regulations [1] - The revisions are intended to strengthen the constraints and incentives for internal directors and management [1] Independent Director Guidelines - The company is amending the "Independent Director Work Rules" to align with its actual situation and regulatory requirements [1] - Key changes include the qualifications and experience required for independent directors, emphasizing the need for at least five years of relevant work experience [1] Audit Committee Responsibilities - The audit committee is responsible for reviewing financial information and overseeing internal and external audits [2] - Specific responsibilities include approving financial reports, hiring or dismissing auditors, and evaluating internal controls [2][3] Meeting Protocols - The audit committee is required to meet at least quarterly, with provisions for additional meetings as necessary [3] - A quorum for meetings is defined as two-thirds of the committee members being present [3]

Core Viewpoint - The company, Guangzhou Jinyi Film and Television Media Co., Ltd., is revising its information disclosure management system to enhance the management of information disclosure, ensuring timely, truthful, accurate, and complete information to protect investors' rights [1][22]. Summary by Sections Information Disclosure Management - The company aims to strengthen the management of information disclosure and standardize its practices in accordance with relevant laws and regulations, including the Company Law and the Securities Law of the People's Republic of China [1][22]. - The revised management system will ensure that information is disclosed simultaneously to all investors and prohibits any advance disclosure to specific individuals or entities [2][3]. Responsibilities of Management - The board of directors and senior management are required to act diligently and faithfully in fulfilling their information disclosure obligations, ensuring that disclosed information is clear, concise, and free from misleading statements [3][4]. - The company must maintain confidentiality regarding insider information and prevent insider trading or market manipulation [3][4]. Disclosure Procedures - The company must follow strict approval procedures for information disclosure, including drafting by the board secretary and approval by the board of directors [8][9]. - Regular reports, including annual and interim reports, must be prepared and disclosed within specified timeframes, ensuring compliance with regulatory requirements [13][14][16]. Major Events Disclosure - The company is obligated to disclose significant events that may impact its operations or stock price, including changes in shareholding or control, legal proceedings, and other material events [20][21][22]. - The company must also disclose any major changes in the status of its controlling shareholders or actual controllers that could affect its operations [11][12]. Amendments and Final Approval - The proposed amendments to the information disclosure management system will require approval from the shareholders' meeting before implementation [22].

广州金逸影视传媒股份有限公司 Guangzhou Jinyi Media Corporation 第三章 选聘会计师事务所程序 第六条 下列机构或人员可以向公司董事会提出聘请会计师事务所的议案： (一)审计委员会； (二)过半数独立董事或1/3以上的董事； 会计师事务所选聘制度 第一章 总则 第七条 审计委员会负责选聘会计师事务所，并监督其审计工作开展情况。审计委 员会应当切实履行下列职责： 第一条 为规范广州金逸影视传媒股份有限公司(以下简称"公司")选聘(含续聘、 改聘,下同)会计师事务所的行为，切实维护股东利益，提高审计工作和财 务信息质量， 根据《中华人民共和国公司法》《中华人民共和国证券法》 《国有企业、上市公司选聘会计师事务所管理办法》等有关法律、法规、 规范性文件和《广州金逸影视传媒股份有限公司章程》(以下简称"《公司 章程》 ")的规定，结合公司实际，制定本制度。 广州金逸影视传媒股份有限公司 第二章会计师事务所执业质量要求 (一) 按照董事会的授权制定选聘会计师事务所的政策、流程及相关内部控 制制度； 第二条 公司选聘执行年报审计业务，并对财务会计报告、内部控制等发表审计意 见、出具审计报告 ...

Core Viewpoint - Guangzhou Jinyi Media Corporation has established a system for accountability regarding significant errors in annual report information disclosure to enhance the quality and transparency of financial reporting [4]. Group 1: Major Errors in Financial Reporting - Significant accounting errors in annual financial reports can affect users' judgments on financial status, operating results, and cash flows [2]. - Major discrepancies between performance forecasts and actual disclosures must be explained reasonably [2][6]. - The company must adhere to relevant accounting standards and internal control systems to ensure accurate financial reporting [4][5]. Group 2: Standards for Identifying Major Errors - Specific criteria for identifying significant accounting errors include discrepancies in assets, liabilities, net assets, revenue, and profit that exceed 5% or absolute amounts over 5 million [6]. - Major errors in financial information disclosures must be recognized if they involve guarantees or contingent matters exceeding 10% of the latest audited net assets [6][7]. - Performance forecasts must align with actual results, and any significant deviations must be justified [7]. Group 3: Accountability Procedures - The company will pursue accountability for significant errors in annual report disclosures, which includes direct and leadership responsibilities [8]. - Various forms of accountability may be applied, including reprimands, demotions, or legal actions depending on the severity of the error [8][9]. - The internal audit department is responsible for collecting materials related to accountability and proposing corrective measures [9].

Summary of Key Points Core Viewpoint The document outlines the management system for the changes in shares held by directors and senior management of Guangzhou Jinyi Media Corporation, emphasizing the regulations and restrictions on share trading to maintain market order and compliance with relevant laws. Group 1: General Provisions - The system is established to strengthen the management of shares held by directors and senior management, ensuring compliance with laws such as the Company Law and Securities Law [2][3] - This system applies to all shares registered in the names of directors and senior management, including those in margin trading accounts [2][3] Group 2: Prohibited Trading Activities - Directors and senior management are prohibited from transferring shares under specific circumstances, including within one year of the company's stock listing and within six months after leaving the company [2][3] - They must notify the board secretary in writing before trading shares, who will check for compliance with disclosure and significant matters [2][3] Group 3: Disclosure Requirements - A reduction plan must include details such as the number of shares to be reduced, the time frame, price range, and reasons for the reduction [3][4] - After completing a reduction plan, directors and senior management must report to the stock exchange within two trading days [3][4] Group 4: Insider Trading Regulations - Directors and senior management must ensure that individuals who may have insider information do not engage in trading activities [6][7] - They are also restricted from trading during sensitive periods, such as five days before quarterly reports or significant events [6][7] Group 5: Shareholding and Trading Limits - Directors and senior management can only transfer up to 25% of their total shares in a year through various trading methods [19] - If a director or senior management member holds fewer than 1,000 shares, they may transfer all shares without restriction [19] Group 6: Lock-up and Release Conditions - Shares held by directors and senior management are subject to lock-up conditions, with specific rules for the release of these shares [19][20] - Upon leaving the company, their shares will be locked for six months, after which they will be released [19][20]

Core Viewpoint - The company has established an internal review system for information release and responses to investors on the Interactive Easy platform, ensuring compliance with relevant laws and regulations while promoting transparent communication with investors [1][3]. Group 1: General Principles - The company aims to utilize the Interactive Easy platform to enhance investor relations and communication, adhering to principles of integrity and fairness [1][2]. - Information released or responses to investor inquiries must be based on facts, ensuring accuracy and completeness, and should not conflict with publicly disclosed information [1][3]. Group 2: Content Norms - The company is prohibited from using misleading or exaggerated language in responses and must avoid disclosing any undisclosed significant information [1][4]. - Responses to investor inquiries must be timely and comprehensive, treating all inquiries equally without selective disclosure [1][3]. Group 3: Internal Management - The Securities Department is responsible for managing inquiries on the Interactive Easy platform, including collecting questions, drafting responses, and obtaining necessary approvals before publication [3][4]. - The approval process for responses includes review by the Board Secretary, and in sensitive cases, may require the Chairman's approval [3][4]. Group 4: Compliance and Legal Framework - The company must not predict or promise stock prices or engage in market manipulation through information released on the platform [4][5]. - In case of significant public scrutiny or abnormal trading activity, the company is obligated to fulfill its information disclosure duties promptly [4][5].

Core Viewpoint - Guangzhou Jinyi Media Corporation has established a system for the deferral and exemption of information disclosure to ensure compliance with relevant laws and regulations while protecting investors' rights [5][9]. Group 1: General Provisions - The company aims to standardize the deferral and exemption of information disclosure to ensure that information disclosure obligations are fulfilled in accordance with laws and regulations [5]. - The system applies to the company and its information disclosure obligors, who must assess whether information should be deferred or exempted based on relevant regulations [6]. - The company has an obligation to protect state secrets and must not disclose sensitive information through any means [6][8]. Group 2: Scope of Deferral and Exemption - Information that may seriously harm the interests of the company or others can be deferred or exempted from disclosure [3]. - Business secrets can be exempted from disclosure by using aliases, summarizing, or omitting key information [4][6]. - If the reasons for deferral or exemption are no longer valid, the company must disclose the information promptly [7]. Group 3: Internal Review Procedures - The company must maintain a careful determination of deferral and exemption matters and prevent the misuse of these procedures [8]. - Relevant departments must submit applications for deferral or exemption to the board office, which will then be reviewed and confirmed by the board secretary [12]. - A record of deferred or exempted information must be maintained, including the type of documents and the internal review process [13]. Group 4: Accountability - The company has established a mechanism for accountability regarding the deferral and exemption of information disclosure, holding responsible parties accountable for any negative impacts caused by non-compliance [16].

Core Viewpoint - The company is revising its fundraising management system to enhance investor protection and ensure compliance with relevant laws and regulations. Group 1: Fundraising Management - The company aims to standardize the management and use of raised funds to maximize investor protection [1][2] - The revised management system will ensure that the actual use of raised funds aligns with the commitments made in the prospectus [3][4] - The company must disclose the actual use of raised funds accurately and completely, and engage an accounting firm for verification during annual audits [3][4] Group 2: Fundraising Usage Guidelines - The company must use raised funds prudently and ensure that they are not diverted for unauthorized purposes [3][4] - Any changes to the intended use of raised funds require approval from the shareholders' meeting [4][5] - The company is required to establish a special account for raised funds, which should not be used for non-fundraising purposes [7][8] Group 3: Oversight and Reporting - The board of directors is responsible for establishing internal controls for the management and use of raised funds, including approval processes and risk control measures [6][10] - The company must report the status of raised funds to the board and ensure compliance with disclosure obligations [10][11] - Any significant deviations from the planned use of funds must be reported, and adjustments to the fundraising plan should be disclosed [12][13] Group 4: Cash Management and Investment - The company may temporarily use idle raised funds for cash management, provided it does not affect the normal execution of fundraising projects [21][22] - Cash management products must be safe and liquid, with strict conditions on their use [21][22] - The company must disclose the details of cash management activities, including the reasons for idleness and the expected financial benefits [21][22] Group 5: Changes in Fundraising Projects - If a fundraising project is delayed or altered, the company must reassess its feasibility and disclose the reasons for any changes [11][12] - The company must obtain board approval for any changes in the implementation location of fundraising projects and disclose the impact of such changes [23][24] - Any use of surplus funds from completed projects must comply with established procedures and be disclosed accordingly [35][36]

Core Viewpoint - The internal audit system of Guangzhou Jinyi Media Corporation is established to enhance internal supervision and risk control, ensuring compliance with national laws and regulations while protecting the rights of all shareholders, including minority investors [2][3]. Internal Audit System Overview - The internal audit system is based on various laws and regulations, including the Company Law, Securities Law, and Audit Law, as well as the company's actual situation [2][3]. - The internal audit aims to supervise and evaluate the financial management, accounting, and operational activities of the company and its subsidiaries [4]. Audit Department Structure - An audit department is established under the board's audit committee, responsible for conducting internal audits independently [4][5]. - The audit department must have a stable personnel structure with necessary professional knowledge and experience [5]. Responsibilities of the Audit Department - The audit department is responsible for evaluating the completeness and effectiveness of internal control systems and auditing the legality and authenticity of financial data [5][6]. - It must report audit findings and issues to the audit committee and the board of directors regularly [5][6]. Audit Procedures - The audit process includes issuing audit notifications, forming audit teams, determining audit methods, and submitting audit reports [7][8]. - Audit decisions must be executed by the audited units, and any disputes can be formally raised within three days [8][9]. Internal Control Evaluation - The audit department is required to evaluate the effectiveness of internal controls annually and submit a self-evaluation report to the audit committee [10][11]. - The report must include a declaration of the board's responsibility for the report's authenticity and details on any identified internal control deficiencies [11]. Violations and Penalties - The audit department can propose penalties for units or individuals that obstruct audits or fail to provide necessary documentation [11]. - Auditors who violate laws or company policies may face administrative or economic penalties [11].