股东会议事规则 有棵树科技股份有限公司 第三条 股东会应当在《公司法》和《公司章程》规定的范围内行使职权。 第四条 股东会分为年度股东会和临时股东会。年度股东会每年召开一次， 应当于上一会计年度结束后的六个月内举行。临时股东会不定期召开，出现《公 司法》第一百一十三条规定的应当召开临时股东会情形时，临时股东会应当在两 个月内召开。 公司在上述期限内不能召开股东会的，应当报告公司所在地中国证券监督管 理委员会派出机构和深圳证券交易所，说明原因并公告。 第五条 公司召开股东会，应当聘请律师对以下问题出具法律意见并公告： (一)会议的召集、召开程序是否符合法律、行政法规、本规则和《公司章程》 的规定； (二)出席会议人员的资格、召集人资格是否合法有效； (三)会议的表决程序、表决结果是否合法有效； 第一章 总则 第一条 为规范有棵树科技股份有限公司(以下简称公司)行为，保证股东会 依法行使职权，根据《中华人民共和国公司法》(以下简称《公司法》)、《深圳 证券交易所创业板股票上市规则》和《上市公司股东会规则》等法律、行政法规、 部门规章、规范性文件及《有棵树科技股份有限公司章程》（以下简称"《公司 章程》"）的规定， ...

有棵树科技股份有限公司 重大事项内部报告制度 第一章 总 则 第一条 为规范有棵树科技股份有限公司(以下简称"公司")的重大信息内 部报告工作，保证公司内部重大信息的快速传递、归集和有效管理，确保信息披 露的真实、准确、完整、及时、公平，维护投资者的合法权益，根据《中华人民 共和国公司法》《中华人民共和国证券法》《上市公司信息披露管理办法》《深圳 证券交易所创业板股票上市规则》（以下简称《上市规则》）《深圳证券交易所上 市公司自律监管指引第 2 号——创业板上市公司规范运作》《有棵树科技股份有 限公司章程》（以下简称"《公司章程》"）等有关规定，结合公司实际，制定本制 度。 第二条 董事会为公司重大信息内部保密工作的管理机构。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、董事会秘书同意，公司任何部门和 个人不得向外界泄露、报道、传送有关涉及公司的重大信息及信息披露的内容。 第三条 本制度所指"重大信息"是指为内部人员所知悉的，涉及公司经营、 财务或者有可能对公司股票及其衍生品种的交易价格或者投资决策产生较大影 响的尚未公开的信息。尚未公开的信息是指尚未在深圳证券交易所网站和指定媒 体上公开披露的重大 ...

Core Viewpoint - The company "Youkeshu" is currently embroiled in a power struggle following significant management changes and a lawsuit initiated by its founder, which has led to operational uncertainties and delayed financial reporting [1][3][5]. Group 1: Internal Conflict and Legal Proceedings - The founder, Xiao Siqing, has filed a lawsuit to annul the resolutions from the October 2025 extraordinary shareholders' meeting, which resulted in the resignation of the entire sixth board of directors [1][2]. - Xiao claims that the shareholders' meeting had procedural flaws, including undisclosed judicial freezes on the largest shareholder's shares and unverified funding sources [2]. - The company has responded by asserting that the shareholders' meeting was conducted legally and that the governance structure remains intact despite the ongoing legal dispute [2][3]. Group 2: Impact on Operations and Financial Reporting - The internal conflict has led to a failure to complete the handover of responsibilities, resulting in the inability to disclose the third-quarter financial report within the legal timeframe [3][5]. - The company has faced scrutiny from regulators due to allegations of obstructing shareholders' rights and failing to disclose significant information [6]. Group 3: Historical Context and Financial Performance - The power struggle stems from a shift in the company's ownership structure following a bankruptcy restructuring in 2024, which diluted the founder's stake to 3.28% while the new major shareholder acquired 18% [5]. - The company's financial performance has deteriorated significantly, with a reported 81.33% year-on-year decline in revenue for the first half of 2025, despite a slight profit turnaround [9]. - The company has acknowledged that the recovery of its cross-border e-commerce business has not met expectations, indicating ongoing risks of further revenue decline [9][10].

Core Viewpoint - The company "Youkeshu" is currently embroiled in a power struggle, marked by a series of management changes and legal disputes initiated by its founder, Xiao Siqing, against the decisions made during a recent extraordinary shareholders' meeting [2][6][10]. Group 1: Management Changes and Legal Disputes - The internal conflict escalated after the October 2025 extraordinary shareholders' meeting, which resulted in the complete turnover of the management team [2][6]. - Xiao Siqing has filed a lawsuit to annul the resolutions from the October 10, 2025 meeting, claiming procedural flaws, including undisclosed judicial freezes on the largest shareholder's shares [6][7]. - The company has responded by asserting that the shareholders' meeting was conducted legally and that the current governance structure remains unaffected, although the impact on profits is still uncertain [2][7]. Group 2: Historical Context and Shareholder Dynamics - The turmoil stems from a shift in the company's equity structure following its bankruptcy restructuring in September 2024, which led to the dilution of Xiao Siqing's shares to 3.28% while the new major shareholder, Wang Wei, acquired 18% [8][10]. - The power struggle intensified as Wang Wei attempted to convene shareholder meetings to gain control, which were initially blocked by the existing board led by Xiao Siqing [8][9]. Group 3: Financial Performance and Future Outlook - The company has faced significant financial challenges, with a reported revenue drop of 81.33% in the first half of 2025 compared to the previous year, despite a slight profit turnaround [11][12]. - The ongoing internal conflict and management changes have raised concerns about operational stability, asset management, and the company's ability to recover in a competitive market [10][12]. - Industry analysts suggest that the capital influx intended for expansion has led to governance issues, making it crucial for the new management to restore market share and operational efficiency [12].

Group 1 - The core point of the news is that 有棵树's stock price has experienced fluctuations, with a current price of 5.45 CNY per share, reflecting a decline of 2.15% on November 21 [1] - The company has a total market capitalization of 5.061 billion CNY and a trading volume of 31.44 million CNY, with a turnover rate of 1.16% [1] - Year-to-date, the stock price has increased by 0.74%, but it has seen a decline of 5.71% over the last five trading days and 10.66% over the last twenty days [1] Group 2 - As of September 30, the number of shareholders for 有棵树 has increased to 26,600, representing a growth of 6.86% [2] - The company reported a significant decrease in revenue for the first half of 2025, amounting to 42.5734 million CNY, which is a year-on-year decline of 81.33% [2] - However, the net profit attributable to the parent company for the same period was 1.877 million CNY, showing a year-on-year increase of 106.08% [2] Group 3 - 有棵树's main business involves providing IT services for the Internet of Vehicles and related hardware and software, with 86.41% of its revenue coming from other businesses and 13.89% from cross-border e-commerce [1] - The company is classified under the software development industry, specifically in vertical application software, and is associated with concepts such as ride-hailing, domestic software, automotive electronics, IoT, and 5G [1]

Group 1 - The stock of Youkeshu increased by 5.45%, reaching 6.00 CNY per share, with a trading volume of 44.58 million CNY and a turnover rate of 1.54%, resulting in a total market capitalization of 5.572 billion CNY [1] - Youkeshu Technology Co., Ltd. is located in Changsha, Hunan Province, and was established on May 25, 2000, with its listing date on April 26, 2011. The company primarily provides Internet of Vehicles IT services and supporting hardware and software, as well as cross-border e-commerce exports [1] - The revenue composition of Youkeshu includes 86.41% from other businesses and 13.89% from cross-border e-commerce [1] Group 2 - From the perspective of major fund holdings, one fund under Huiquan Fund has a significant position in Youkeshu. The Huiquan Qiyuan Future Mixed Initiation A (014827) held 12,200 shares in the third quarter, accounting for 0.57% of the fund's net value, ranking as the fourth-largest holding [2] - The Huiquan Qiyuan Future Mixed Initiation A (014827) was established on September 5, 2023, with a latest scale of 12.9989 million CNY. Year-to-date returns are 45.05%, ranking 1110 out of 8138 in its category, while the one-year return is 50.41%, ranking 813 out of 8055 [2] - The fund manager of Huiquan Qiyuan Future Mixed Initiation A (014827) is Shen Xin, who has been in the position for 1 year and 246 days, with total assets under management of 976 million CNY. The best fund return during his tenure is 49.32%, while the worst is 0.02% [2]

Core Viewpoint - The ongoing internal conflict within the company following the removal of its former chairman, Xiao Siqing, continues to escalate, leading to a significant lawsuit regarding the validity of a recent shareholder meeting resolution [1][9]. Group 1: Lawsuit Details - The company has received a lawsuit from former chairman Xiao Siqing, who claims that there were significant procedural flaws in the convening and resolution of the 2025 first extraordinary general meeting [2][5]. - Xiao Siqing's lawsuit requests the annulment of the resolutions made during the 2025 first extraordinary general meeting held on October 10, 2025, and seeks to have the defendant bear all litigation costs [6]. Group 2: Company’s Defense - The company asserts that the process of convening and resolving the 2025 first extraordinary general meeting was legal and compliant, countering claims of procedural flaws [7][8]. - The company argues that the judicial freeze on Wang Wei's shares does not affect his shareholder rights, and that the source of his investment funds has been verified as legitimate [7][8]. Group 3: Impact on Financial Reporting - The company has not yet released its third-quarter report for 2025, citing ongoing challenges in asset and business management transitions, which have delayed the completion of necessary audits [10]. - The company emphasizes that the lawsuit's impact on its profits remains uncertain, and it will actively respond to the legal proceedings while maintaining transparency with shareholders [9].

有棵树科技股份有限公司 关于变更办公地址及投资者联系方式的公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 有棵树科技股份有限公司（以下简称"公司"）近期因经营发展需要，同时 也为进一步做好投资者关系管理工作，更好地服务广大投资者，现将公司办公地 址、投资者联系电话、传真、电子邮箱等变更情况公告如下： | 变更内容 | 变更前 | 变更后 | | --- | --- | --- | | 办公地址 | 湖南省长沙市开福区湘江中路 | 湖南省长沙市开福区中山路 176 | | | 一段 290 号万达广场 B 座 16 楼 | 号一楼 56 号 | | 投资者联系电话 | 0755-84826159 | 0731-88153358 | | 传真号码 | 0755-84826159 | 0731-88153358 | | 电子邮箱 | yks@yks-group.com.cn | yks@csyys.com | 除上述变更外，公司注册地址等保持不变，上述变更后的事项自公告披露之 日起正式启用。敬请广大投资者注意上述信息变更事项，由此给您带来不便，敬 请谅解。 特 ...

关于重大诉讼事项的公告 本公司及董事会全体成员保证信息披露的内容真实、准确和完整，没有虚假 记载、误导性陈述或重大遗漏。 证券代码：300209 证券简称：有棵树 公告编号：2025-090 有棵树科技股份有限公司 重要内容提示： 1、案件所处的诉讼阶段：原告提起诉讼请求，尚未开庭审理； 2、上市公司所处的当事人地位：被告； 3、涉案的金额：暂无 4、对上市公司损益产生的影响：本次诉讼尚未开庭审理，最终结果及对公 司本期或期后利润的影响尚存在不确定性。 有棵树科技股份有限公司（以下简称"公司"）于近日收到湖南省长沙市开 福区人民法院（以下简称"法院"）送达的《应诉通知书》和《传票》，法院受 理了原告肖四清诉公司 2025 年第一次临时股东大会决议撤销纠纷案（案号： （2025）湘 0105 民初 29730 号）。公司经征询相关股东后，现将有关事项公告 如下： 一、本次重大诉讼事项受理的基本情况 原告：肖四清 被告：有棵树科技股份有限公司 公司收到起诉状时间：2025 年 11 月 13 日 诉讼机构名称：湖南省长沙市开福区人民法院 诉讼机构所在地：湖南省长沙市 二、有关本案的基本情况 （一）案件背景 公司 ...

Core Viewpoint - The company has received a lawsuit regarding the cancellation of the resolutions from the 2025 first extraordinary general meeting, which may impact its profits in the current and future periods [2] Group 1 - The company has been served with a notice and summons from the Changsha Intermediate People's Court regarding a lawsuit filed by the plaintiff, Xiao Siqing [2] - The court has accepted the case concerning the dispute over the cancellation of the resolutions from the company's 2025 first extraordinary general meeting [2] - The company believes that the process of convening and the resolutions made during the meeting held on October 10, 2025, were legal and compliant, with no significant procedural flaws [2] Group 2 - The company plans to organize resources to actively respond to the lawsuit [2] - The final outcome of the case and its potential impact on the company's current and future profits remains uncertain [2]