关于召开 2025 年第一次临时股东会的提示性公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 江苏雷利电机股份有限公司（以下简称"公司"）已于 2025 年 7 月 24 日在 巨潮资讯网上刊登了《关于召开 2025 年第一次临时股东会的通知》（公告编号： 2025-053）。本次股东会将通过现场会议与网络投票相结合的形式召开。根据中 国证监会相关规定，现将有关事宜提示如下： 证券代码：300660 证券简称：江苏雷利 公告编号：2025-054 江苏雷利电机股份有限公司 一、召开会议的基本情况 1、股东会届次：2025 年第一次临时股东会。 2、股东会的召集人：江苏雷利电机股份有限公司董事会。 3、会议召开的合法、合规性：经公司第四届董事会第九次会议审议通过， 决定召开 2025 年第一次临时股东会，召集程序符合有关法律、行政法规、部门 规章、规范性文件和公司章程的规定。 4、召开会议时间： （1）现场会议召开时间：2025 年 8 月 8 日（星期五）14:30。 （2）网络投票时间：2025 年 8 月 8 日 其中，通过深圳证券交易所（以下简称" ...

Company Overview - Jiangsu Leili's stock price closed at 46.61 yuan on July 29, 2025, down 0.62% from the previous trading day [1] - The trading volume for the day was 154,900 shares, with a total transaction amount of 721 million yuan [1] - The company specializes in the research, production, and sales of micro-special motors, which are widely used in home appliances, automotive electronics, and industrial automation [1] Industry Context - Jiangsu Leili operates within the motor sector and is also involved in humanoid robots and robotic actuators [1] - Recent developments at the World Artificial Intelligence Conference showcased advancements in embodied intelligence, and Shanghai has introduced policies to support the development of the embodied intelligent robotics industry [1] - As a key player in the motor industry chain in the Yangtze River Delta, Jiangsu Leili has opportunities for synergistic development with the robotics industry chain [1] Financial Insights - On July 29, 2025, the net outflow of main funds for Jiangsu Leili was 109 million yuan [1]

证券代码：300660 证券简称：江苏雷利 公告编号：2025-052 江苏雷利电机股份有限公司 关于取消监事会、变更注册资本、修订《公司章程》及 制定、修订、废止公司部分制度的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚假 记载、误导性陈述或重大遗漏。 江苏雷利电机股份有限公司（以下简称"公司"）于 2025 年 7 月 23 日召开 了第四届董事会第九次会议和第四届监事会第八次会议，分别审议通过了《关于 取消监事会、变更注册资本、修订 <公司章程> 并办理工商变更登记的议案》《关 于制定、修订公司部分治理制度的议案》及《关于废止 <监事会议事规则> 的议案》， 现将有关情况公告如下： 一、取消监事会、变更注册资本、修订《公司章程》及制定、修订、废止 公司部分制度的原因及依据 根据《公司法》 《上市公司章程指引》 《深圳证券交易所创业板股票上市规则》 《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》 等法律法规、规范性文件的最新规定，结合公司实际情况，公司不再设监事会或 者监事并拟修订《江苏雷利电机股份有限公司章程》 （以下简称"《公司章程》"）， 公司董 ...

General Principles - The company establishes a management system for the shares held by its directors and senior management to clarify procedures and strengthen management [1] - The system is based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, as well as guidelines from the Shenzhen Stock Exchange [1] Share Trading Regulations - Directors and senior management must be aware of legal prohibitions against insider trading, market manipulation, and short-term trading before buying or selling company shares [2] - All shares held by directors and senior management, including those in margin trading accounts, are subject to these regulations [2] - The company must enhance internal controls to ensure compliance with share trading regulations and requires written notification of trading plans from directors and senior management [2][3] Reporting and Disclosure - The company and its directors must ensure that all data submitted to the Shenzhen Stock Exchange is accurate and timely, and they bear legal responsibility for any inaccuracies [3] - Directors and senior management must report their personal and family shareholding information to the company within specified timeframes [3] Share Lock-up Policies - Shares held by directors and senior management are subject to lock-up periods, with 100% lock-up for shares acquired within the first year of listing and 75% for shares acquired thereafter [6][11] - The company must apply to the Shenzhen Stock Exchange for the registration of shares as restricted shares when certain conditions are met [10] Trading Restrictions - Directors and senior management are prohibited from trading company shares during specific periods, such as before the announcement of annual and quarterly reports [9] - There are restrictions on transferring shares within one year of the company's stock listing and for six months after leaving the company [9] Transfer Limits - Directors and senior management can only transfer up to 25% of their shares annually, with specific exceptions for certain circumstances [10] - Any untransferred shares at the end of the year will count towards the following year's transfer limit [11] Insider Information Management - The company must ensure that certain individuals do not trade based on insider information, including family members and controlled entities of directors and senior management [20] Information Disclosure Obligations - Changes in shareholdings by directors and senior management must be reported within two trading days and disclosed on the Shenzhen Stock Exchange [21] - Violations of trading regulations may result in the company recovering profits from illegal trades and disclosing the circumstances of such violations [22] Accountability and Penalties - The company will hold directors and senior management accountable for violations of the trading regulations, which may include disciplinary actions and legal consequences [27] - Any violations that significantly impact the company may lead to civil liability for the responsible individuals [27][28] Miscellaneous Provisions - The management system will be revised in accordance with future legal changes and must be approved by the company's board of directors [29][30]

General Overview - The company aims to establish a compensation management system for its directors and senior management to enhance their work motivation and align with modern corporate governance practices [2][3] Applicable Personnel - The compensation management system applies to the company's directors and senior management, including the general manager, deputy general managers, financial director, board secretary, and other senior management as defined in the company's articles of association [2] Compensation Management Structure - The shareholders' meeting is the highest authority responsible for reviewing and approving the implementation, modification, and termination of the compensation management system [3] - The board of directors authorizes the compensation and assessment committee to set compensation standards and conduct annual evaluations of directors and senior management [3] Compensation Standards - Directors in management positions will have their compensation determined based on their roles and responsibilities [3] - Independent directors will receive an annual allowance based on regional economic and industry standards, with reasonable expenses covered by the company [3] - Senior management will have a salary structure consisting of a base salary and an annual performance bonus, with the base salary reflecting industry standards and job responsibilities [3][4] Compensation Payment - Independent directors' allowances are paid monthly, while the payment schedule for other directors and senior management is determined by the company's salary payment system [4] - Compensation for directors and senior management is pre-tax, with deductions for personal income tax and social insurance [4] Compensation Adjustments and Incentives - The compensation system will adapt to changes in the company's operational strategy and external economic conditions [5] - The compensation and assessment committee can approve temporary special rewards or penalties based on specific circumstances [5] - Salary reductions or deductions may occur for directors and senior management under certain conditions, such as serious violations of company policies or causing significant economic losses [5] Additional Provisions - The terms "yuan" and "ten thousand yuan" refer to "Renminbi yuan" and "Renminbi ten thousand" respectively [6] - The compensation system does not include stock incentive plans or other special bonuses unless specified [6] - The system will take effect upon approval by the shareholders' meeting and will be modified accordingly [6]

Core Points - The article outlines the related party transaction decision-making system of Jiangsu Leili Electric Motor Co., Ltd, emphasizing fairness, transparency, and compliance with regulatory requirements [2][3][4] Group 1: General Principles - The system aims to ensure the fairness of related party transactions and protect the interests of the company and all shareholders [2] - Related party transactions include various types of activities such as asset purchases, external investments, and financial assistance [3][4] Group 2: Pricing Principles - Related party transactions should follow pricing principles including national pricing, market pricing, and negotiated pricing [4][6] - If no national or market pricing exists, the price should be determined based on cost plus reasonable profit [6] Group 3: Decision-Making Procedures - Transactions below RMB 300,000 with natural persons or RMB 3 million with legal persons can be approved by the general manager [7] - Transactions exceeding RMB 1 million and 5% of the latest audited net assets must be disclosed and submitted for shareholder approval [7][10] Group 4: Disclosure Obligations - The company must disclose related party transactions in accordance with the rules set forth by the Shenzhen Stock Exchange and other regulatory bodies [11][22] - Daily related party transactions should be estimated annually and disclosed in the annual and semi-annual reports [9][15] Group 5: Internal Control - The company is required to establish a robust internal control system for related party transactions, ensuring no harm to the company or shareholders [25][26] - Transactions must be documented in written agreements that clearly outline the rights and obligations of both parties [30][15]

Core Viewpoint - The document outlines the selection and management procedures for accounting firms engaged in auditing financial statements for Jiangsu Leili Electric Motor Co., Ltd, aiming to enhance the quality of financial information disclosure [1][2][3]. Group 1: General Principles - The selection of accounting firms must comply with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The selection process requires approval from the Board of Directors and the Shareholders' Meeting after review by the Audit Committee [1][2]. - The controlling shareholders and actual controllers are prohibited from interfering in the selection process before the Board and Shareholders' Meeting [1] Group 2: Conditions for Selection - Selected accounting firms must possess independent legal status and necessary qualifications as per regulatory requirements [1]. - Firms must have a fixed workplace, sound organizational structure, and robust internal management systems [1]. - They should demonstrate good professional ethics, quality records, and compliance with relevant laws and regulations [1][2]. Group 3: Selection Procedures - The Audit Committee is responsible for the selection process, including developing policies and evaluating candidates [2][3]. - The selection process involves competitive negotiation, public bidding, or other methods to ensure fairness [3]. - The Audit Committee must conduct a thorough review of the qualifications and performance of the accounting firms [3][4]. Group 4: Reappointment and Dismissal - The Audit Committee must evaluate the performance of the accounting firm before reappointment and submit a report to the Board [4][5]. - The company can only change accounting firms under specific circumstances, such as significant quality defects or inability to meet deadlines [5][6]. - A 30-day notice is required before dismissing or not renewing the contract with an accounting firm [5][6]. Group 5: Supervision and Penalties - The Audit Committee is tasked with supervising the selection process and ensuring compliance with laws and internal regulations [6][7]. - Any violations by the accounting firm can lead to penalties, including dismissal and financial liability for responsible individuals [7][8]. - The company must maintain proper documentation of the selection and evaluation processes for at least ten years [6].

Core Points - The document outlines the measures taken by Jiangsu Leili Electric Motor Co., Ltd. to prevent the misuse of company funds by controlling shareholders and related parties [1][2][4] - The policy is established in accordance with various laws and regulations, including the Company Law of the People's Republic of China and the Shenzhen Stock Exchange rules [1][2] - The document specifies the types of fund occupation, including operational and non-operational fund occupation, and emphasizes the need for strict management of financial transactions with related parties [2][4] Summary by Sections General Principles - The policy applies to financial management between the company and its shareholders, actual controllers, and related parties, including subsidiaries [1][2] - It defines fund occupation as both operational and non-operational, detailing various scenarios that constitute fund occupation [2] Prevention Principles - The company must strictly limit fund occupation in transactions with controlling shareholders and related parties, prohibiting practices such as prepaying expenses or providing loans [2][4] - Specific prohibited actions include requiring the company to cover expenses, repay debts, or provide loans without genuine transactions [2][4] Responsibilities and Measures - The board of directors and senior management are responsible for safeguarding company funds and must report any misuse of funds to the board or audit committee [5][6] - The chairman of the board is designated as the primary responsible person for preventing fund occupation, with the finance director and relevant personnel also held accountable [6][7] Accountability and Penalties - The board must take protective measures against fund occupation and pursue legal action if necessary, holding responsible parties accountable for any losses incurred [9][10] - Any unauthorized approval of fund occupation by directors or senior management is considered a serious violation, leading to potential disciplinary actions [10] Additional Provisions - The policy will take effect after approval by the shareholders' meeting and will be interpreted by the board of directors [11]

江苏雷利电机股份有限公司 控股股东、实际控制人行为规范 第一章 总则 第一条 为了进一步规范江苏雷利电机股份有限公司(以下简称"公司")控股 股东、实际控制人行为，完善公司治理结构，保证公司规范、健康发展，根据 中 华人民共和国公司法》 中华人民共和国证券法》 上市公司治理准则》 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 2 号——创业板上市公司规范运作》(以下简称" 规范 运作指引》")、 深圳证券交易所上市公司自律监管指引第 18 号——股东及董 事、高级管理人员减持股份》(以下简称" 减持指引》")等有关法律、法规、规 范性文件和 江苏雷利电机股份有限公司章程》(以下简称" 公司章程》")的有 关规定，结合公司实际情况，制定本规范。 第二条 控股股东，是指其持有的股份占公司股本总额超过 50%的股东;或者 持有股份的比例虽然未超过 50%,但其持有的股份所享有的表决权已足以对股东 会的决议产生重大影响的股东。 第三条 实际控制人，是指通过投资关系、协议或者其他安排，能够实际支 配公司行为的自然人、法人或者其他组织。 第四条 以下主体的行为 ...

江苏雷利电机股份有限公司 内幕信息知情人登记管理制度 第一章 总则 第一条 为加强江苏雷利电机股份有限公司(以下简称"公司")内幕信息管 理，做好内幕信息保密工作，维护信息披露的公平原则，保护广大投资者的合法 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》 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》 深圳证券交易所创业板股票上市规则》 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》 深圳证券交易所上市公司自律 监管指引第 5 号——信息披露事务管理》等有关法律法规，及 江苏雷利电机股 份有限公司章程》(以下简称" 公司章程》")、 江苏雷利电机股份有限公司信 息披露管理制度》等规定，结合公司实际情况，制定本制度。 第二条 公司董事会是内幕信息的管理机构；董事长为内幕信息管理的主要 责任人；董事会秘书作为直接责任人，负责公司内幕信息的保密管理，在相关重 大信息依法公开披露前负责内幕信息知情人的登记入档和报送事宜。证券事务部 门协助董事会秘书做好公司内幕信息的管理、登记、披露及备案的日常工作。 董事长与董事会秘书应当对 ...