Core Viewpoint - The company has established an investment incubation project co-investment system aimed at enhancing innovation and entrepreneurship among core personnel while managing investment risks and improving overall competitiveness for better shareholder returns [1][2]. Group 1: Investment Incubation Project Co-Investment System - The co-investment system allows eligible core personnel to invest in and hold equity in the company's innovative business subsidiaries through an employee stock ownership platform [1]. - The system is designed to stimulate innovation and entrepreneurship, reduce investment risks, and strengthen the execution and combat effectiveness of the company’s team [1][2]. - The company retains a minimum ownership stake of 51% in any investment incubation project subsidiary [1][2]. Group 2: Management and Implementation - A leadership group for the co-investment system has been established, led by the chairman, to oversee the implementation and progress of the co-investment plans [2]. - Core personnel participating in the co-investment must independently raise funds and bear the investment risks without any financial support from the company [2][3]. - The leadership group will determine the investment amounts, equity ratios, and the list of core personnel involved in the co-investment [2]. Group 3: Rights and Obligations - Core personnel must pay their co-investment contributions on time, or they risk losing their investment qualifications [3]. - The employee stock ownership platform can exit investments through mergers or transfers, with profits distributed based on actual contributions [3][4]. - The rights and obligations of participating core personnel will be defined in agreements that align with the co-investment system [4]. Group 4: Exit and Adjustment Mechanisms - The employee stock ownership platform has the right to exit the investment projects, but the company retains a priority repurchase right [4][5]. - If the investment project subsidiary meets the conditions for independent listing, the company will support its spin-off listing [5]. - Adjustments to the co-investment system may be required based on long-term project health or regulatory demands, with the employee stock ownership platform expected to cooperate [5].

Core Points - The company aims to strengthen and standardize its fund management to prevent the controlling shareholder and related parties from occupying company funds [1][2] - The company establishes a long-term mechanism to protect the legitimate rights and interests of the company, shareholders, and other stakeholders [1][2] Group 1: Principles of Fund Management - The controlling shareholder must exercise their rights in accordance with the law and must not harm the interests of the company and public shareholders through fund occupation [2] - The company should continuously improve mechanisms to prevent fund occupation by controlling shareholders and related parties [2][3] - The company must strictly limit the occupation of operational funds in transactions with controlling shareholders and related parties [2][3] Group 2: Regulations on Related Transactions - Related transactions must be conducted according to the company's articles of association and related decision-making systems [3] - The company is prohibited from providing funds to controlling shareholders and related parties through various means, including loans and guarantees without real transaction backgrounds [3][4] Group 3: Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation by controlling shareholders and related parties [4] - A leadership group is established to supervise and manage the daily prevention of fund occupation [4][5] - Relevant responsible persons must monitor fund flows strictly to prevent non-operational occupation of funds by major shareholders and related parties [5][6] Group 4: Accountability and Penalties - Controlling shareholders and actual controllers who violate regulations and cause losses must bear compensation responsibilities [6][7] - The board of directors will take serious actions against those who assist or condone fund occupation by controlling shareholders [7] - The company will apply for judicial freezing of shares held by controlling shareholders if fund occupation is detected [7][8]

《上市公司股份回购 广东新劲刚科技股份有限公司 第一章 总则 第一条 为促进广东新劲刚科技股份有限公司（以下简称"公司"）的规范运 作，规范公司的股份回购行为，提高公司治理水平，加强内部控制制度建设，切 实维护公司股东特别是中小股东的合法权益，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》）、《关于支 持上市公司回购股份的意见》 （以下简称《回购股份意见》）、 规则》（以下简称《回购规则》）、《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 9 号—回购股份 （2023 年修订）》 （以下简称《监管指引第 9 号》）等法律、行政法规以及《广东 新劲刚科技股份有限公司章程》 （以下简称《公司章程》）等规定，结合公司实际 情况，制定本制度。 第二条 本制度所称的股份回购，是指公司在下列情况下，经《公司章程》 规定的程序通过，可以依照法律、行政法规、部门规章及《公司章程》的规定， 回购本公司股份的行为： （一）减少公司注册资本； （二）与持有本公司股票的其他公司合并； （三）将股份用于员工持股计划或者股权激励 ...

Core Points - The company aims to establish a scientific and effective incentive and restraint mechanism for the compensation management of its directors and senior management to ensure the achievement of its strategic development goals [1] Compensation Management Structure - The shareholders' meeting is responsible for reviewing the compensation management system for directors, while the board of directors is responsible for reviewing the compensation management system for senior management [2] - The Compensation and Assessment Committee of the board of directors is tasked with formulating assessment standards and compensation policies for directors and senior management [2] Compensation Standards - The compensation for senior management consists of a basic salary and performance-based salary, calculated as annual compensation = basic salary + performance salary [2][3] - Directors receive a director's allowance, which is not provided to directors holding other positions in the company or its subsidiaries [2] Compensation Distribution - The director's allowance is paid monthly, while the basic salary for senior management is also paid monthly, with performance-based salary distributed according to the assessment cycle [2] - Compensation is subject to personal income tax deductions as per national regulations [2] Compensation Adjustment - The compensation system is designed to serve the company's operational strategy and will be adjusted according to changes in the company's operational status [2][3] - Adjustments to compensation are based on industry salary data and may include temporary special rewards or penalties approved by the Compensation and Assessment Committee [3][4] Additional Provisions - Any matters not covered by this system will be executed according to relevant laws, regulations, and the company's articles of association [4] - The board of directors is authorized to amend this system based on legal and regulatory changes, subject to approval by the shareholders' meeting [4]

Core Viewpoint - The company establishes a comprehensive framework for managing forward foreign exchange settlement and sales to mitigate exchange rate risks and ensure compliance with relevant regulations [1][2]. Group 1: General Principles - The company aims to conduct forward foreign exchange transactions primarily for hedging purposes, not for speculative profit [1][2]. - Transactions must be conducted with approved financial institutions and based on actual foreign currency assets and cash flows [2][3]. Group 2: Operational Guidelines - The company must establish its own forward foreign exchange trading accounts and cannot use third-party accounts [2]. - The total amount of forward foreign exchange contracts must not exceed the company's foreign currency assets and cash flows [2][3]. Group 3: Approval Authority - Forward foreign exchange transactions that do not exceed 50% of the company's latest audited total assets require board approval [3]. - Transactions that reach or exceed this threshold must be approved by the shareholders' meeting [3]. Group 4: Organizational Structure and Responsibilities - The board authorizes the establishment of a forward foreign exchange leadership group responsible for managing these transactions [3][4]. - The leadership group includes key executives and is tasked with reviewing and approving transaction proposals [4]. Group 5: Decision-Making Procedures - The foreign trade department uses daily bank rates to quote prices to customers and forecasts foreign currency receipts based on customer orders [4][5]. - The leadership group reviews and approves transaction proposals within their authority [5]. Group 6: Risk Management and Reporting - The company must monitor exchange rate fluctuations and report significant risks to the leadership group for decision-making [6][7]. - If losses exceed 10% of the latest audited net profit, the leadership group must report to the chairman and board [6][7]. Group 7: Information Disclosure - The company must disclose forward foreign exchange transactions after board approval, detailing the necessity and rationale [7][8]. - In case of significant risks, the company must report to regulatory bodies within two trading days [8].

广东新劲刚科技股份有限公司 董事会战略委员会工作细则 第一章 总则 第一条 为了适应广东新劲刚科技股份有限公司（以下简称"公司"）战略发 展需要，增强公司核心竞争力，确定公司发展规划，健全战略规划的决策程序，加 强决策科学性，提高重大投资决策的效益和决策的质量，完善公司治理结构，根据 《中华人民共和国公司法》等法律、法规、规范性文件和公司章程的规定，公司董 事会设立战略委员会，并制订本工作细则。 第二条 战略委员会是董事会设立的专门工作机构，战略委员会对董事会负责， 委员会的提案提交董事会审议决定。 第三条 战略委员会行使下列职权： （一）对公司长期发展战略进行研究并提出建议； （二）对公司章程规定须经董事会批准的重大投资决策、融资方案进行研究并 提出建议； （三）对公司章程规定须经董事会批准的重大资本运作、资产经营项目进行研 究并提出建议； （二）由二分之一以上独立董事提名； （三）由全体董事的三分之一以上提名。 战略委员会委员由董事会选举产生。 （四）对其他影响公司发展的重大事项进行研究并提出建议； （五）对以上事项的实施进行检查； （六）董事会授权的其它事项。 第四条 公司董事会秘书负责日常工作联络、会 ...

Core Viewpoint - The document outlines the procedures and requirements for the selection and appointment of accounting firms by Guangdong New Jingang Technology Co., Ltd, emphasizing the importance of maintaining financial information quality and protecting shareholder interests [1][8]. Group 1: General Provisions - The company establishes a system for the selection of accounting firms to ensure compliance with relevant laws and regulations [1]. - The selection process requires approval from the board of directors and the shareholders' meeting before any engagement with the accounting firm [1][2]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess qualifications related to securities and futures, have a good record of professional quality, and meet specific criteria such as having a fixed workplace and a sound internal management system [1][5]. - The firm must be familiar with national financial regulations and have registered accountants capable of ensuring audit quality [1][5]. Group 3: Procedures for Selecting Accounting Firms - The audit committee is responsible for proposing the selection of accounting firms and overseeing the audit process [2][3]. - The selection process includes competitive negotiations, public bidding, and other methods to ensure fairness and transparency [2][3]. Group 4: Appointment and Reappointment Procedures - The company must sign an audit service agreement with the selected accounting firm after approval from the shareholders' meeting [4]. - The audit committee must evaluate the performance of the accounting firm before reappointment, ensuring a thorough assessment of their audit quality [4][5]. Group 5: Procedures for Dismissal and Reappointment - The company must notify the accounting firm 30 days in advance if it intends to dismiss or not reappoint them [5][6]. - The audit committee must investigate the reasons for dismissal and evaluate the quality of both the outgoing and incoming firms [5][6]. Group 6: Supervision and Penalties - The audit committee is tasked with supervising the selected accounting firms and ensuring compliance with relevant laws and regulations [6][7]. - Serious violations by the accounting firm can lead to dismissal and potential penalties for responsible individuals [6][7]. Group 7: Miscellaneous Provisions - Any matters not covered by this system will be governed by national laws and regulations, as well as the company's articles of association [8]. - The board of directors is responsible for interpreting this system, which will take effect upon approval by the shareholders' meeting [8].

Core Points - The article outlines the work rules for the Nomination Committee of Guangdong Xinjingang Technology Co., Ltd, detailing its responsibilities and procedures for selecting directors and senior management [1][2][3] Group 1: General Provisions - The Nomination Committee is established to standardize the selection of directors and senior management according to relevant laws and the company's articles of association [1] - The committee is responsible for proposing the nomination or dismissal of directors and the hiring or firing of senior management [1][2] Group 2: Composition of the Nomination Committee - The committee consists of three directors, with at least two being independent directors [2] - The nomination methods for committee members include proposals from the chairman, a majority of independent directors, or one-third of all directors [2][3] Group 3: Meeting Procedures - Meetings require the presence of at least two-thirds of the committee members to be valid [3] - Notifications for meetings must be sent at least seven days in advance, detailing the date, location, and agenda [3][4] Group 4: Decision-Making Process - The committee must adhere to legal obligations and the company's articles of association when making decisions [4][5] - Decisions require a majority vote from the committee members present at the meeting [5][6] Group 5: Additional Provisions - The committee may hire external agencies for decision-making assistance, with costs covered by the company [6][7] - The work rules take effect upon approval by the board and will be revised as necessary [7]

Core Points - The article outlines the work rules of the Audit Committee of Guangdong Xinjingang Technology Co., Ltd, emphasizing its role in supervising financial information, internal controls, and auditing processes [1][2][3] - The Audit Committee is established as a specialized working body of the Board of Directors, responsible for reviewing financial information and overseeing internal and external audits [1][2] - The composition of the Audit Committee includes three directors, with at least two being independent directors, and the chairperson must be a professional accountant [3][4] Group 1 - The Audit Committee is responsible for reviewing financial reports, supervising external audit work, and evaluating internal controls [5][6] - The committee's decisions require a majority agreement from all members before being submitted to the Board for consideration [5][6] - The committee is empowered to propose the hiring or dismissal of external auditors and the financial officer of the company [5][6] Group 2 - The Audit Committee must meet at least quarterly, with provisions for special meetings if necessary [6][7] - A quorum for meetings requires the presence of at least two-thirds of the committee members [6][7] - The committee can invite relevant personnel to attend meetings but without voting rights [6][7] Group 3 - The committee's meetings must be documented, and records should be maintained for at least ten years [9][10] - The work rules are effective upon approval by the Board and are subject to modification as needed [10][10] - Any unresolved matters will be governed by national laws and the company's articles of association [10][10]

Core Points - The company has established a governance structure for the role of the Board Secretary, outlining responsibilities and qualifications [1][2][3] - The Board Secretary is appointed by the Board Chairman and serves a term of three years, with the possibility of reappointment [1] - Specific disqualifications for the Board Secretary position are detailed, including recent administrative penalties and legal violations [1][3] Responsibilities of the Board Secretary - The Board Secretary is responsible for preparing reports required by national authorities and organizing board and shareholder meetings [2] - The role includes training for board members and senior management on legal obligations and ensuring compliance with laws and regulations [2] - The Board Secretary must maintain important company documents and ensure timely access to records for authorized personnel [2] Termination and Transition - The company must have valid reasons for terminating the Board Secretary, and specific conditions for termination are outlined [3] - In the event of a vacancy, the Board must appoint an interim Secretary and complete the hiring process within six months [4] - A confidentiality agreement is required upon hiring, ensuring the Board Secretary maintains confidentiality during and after their tenure [3]