General Principles - The company establishes guidelines for external investment control to mitigate risks and enhance investment efficiency based on relevant laws and regulations [1] - External investment includes monetary contributions or contributions of assets such as equity, technology, and real estate [1] Investment Approval Authority - External investments must comply with national regulations and the company's development strategy, aiming for reasonable returns [2] - The board of directors and shareholders' meeting are the primary decision-making bodies for external investments, with specific thresholds for board and shareholder approval [2][3] Pre-Investment Work and Management - The company must conduct feasibility studies for long-term equity investments, including economic indicators and risk assessments [4][5] - Financial asset investments require a proposal detailing investment amounts, types, and expected returns [5] Execution Control of Investments - After approval, the investment plan must specify funding details and responsible personnel, with any changes requiring further approval [6][15] - The company must track the financial health of invested entities and report any anomalies to the board [6][16] Disposal Control of Investments - The procedures for recovering or transferring investments mirror those for initial approvals, with specific conditions outlined for both actions [7][20][21] Supervision and Inspection - The internal audit department is responsible for overseeing external investment activities and ensuring compliance with internal controls [8][24] Responsibilities of Directors and Management - Company directors and management must exercise caution in investment decisions, with accountability for significant losses due to negligence [8][27][28] Miscellaneous - The guidelines will take effect upon approval by the shareholders' meeting and can be revised by the board as necessary [9][30]

Core Points - The company establishes specialized committees to enhance governance and strategic development, including the Strategic and ESG Committee, Nomination Committee, Audit Committee, and Compensation and Assessment Committee [1][2][3] Strategic and ESG Committee - The Strategic and ESG Committee is responsible for analyzing global economic and industry trends, researching the company's development strategy, and providing recommendations on public policies and sustainable development [2][3] - The committee consists of three directors, including one independent director, and is chaired by the chairman of the board [2][3] - The committee's responsibilities include evaluating long-term development strategies, major investment decisions, and assessing ESG-related risks and opportunities [3][4] Nomination Committee - The Nomination Committee is tasked with selecting candidates for the board of directors and senior management, ensuring compliance with relevant laws and company regulations [6][7] - It comprises three directors, with at least two being independent directors, and is chaired by an independent director [6][7] - The committee's recommendations must be documented and disclosed if not fully adopted by the board [7][8] Audit Committee - The Audit Committee oversees the company's financial reporting, internal controls, and external audit processes [10][11] - It consists of three members, all of whom must be non-executive directors, with a majority being independent directors [10][11] - The committee is responsible for reviewing financial reports and ensuring compliance with legal and regulatory requirements [11][12] Compensation and Assessment Committee - The Compensation and Assessment Committee develops performance evaluation standards and compensation policies for directors and senior management [11][13] - It is composed of three directors, with a majority being independent directors, and is chaired by an independent director [11][13] - The committee's recommendations regarding compensation must be approved by the board and disclosed to shareholders [13][14]

Core Viewpoint - The company aims to enhance communication with investors and protect their rights through a structured investor relations management system, ensuring transparency and compliance with relevant laws and regulations [1][2][3]. Group 1: Objectives and Principles of Investor Relations Management - The purpose of investor relations management includes establishing effective communication channels, building a stable investor base, fostering a culture of respect for investors, maximizing overall company benefits, and increasing information disclosure transparency [7][8]. - The basic principles of investor relations management emphasize full disclosure of information, compliance with legal regulations, equal treatment of all investors, honesty and integrity, efficiency in communication, and interactive engagement with investors [8][9]. Group 2: Communication Content and Methods - Key communication topics with investors include the company's development strategy, legal disclosures, operational and financial information, significant events, and corporate culture [10][11]. - Various communication methods are employed, such as regular reports, performance briefings, shareholder meetings, company websites, and interactive platforms, ensuring accessibility and efficiency for investors [11][12]. Group 3: Management Structure and Responsibilities - The board secretary is responsible for investor relations management, supported by the capital securities department, which organizes and coordinates investor relations activities [26][27]. - Responsibilities of investor relations management include analyzing investor demographics, facilitating communication, maintaining public relations, and managing media interactions [29][30]. Group 4: Implementation and Compliance - The company must adhere to information disclosure obligations as mandated by regulatory authorities, ensuring timely and accurate reporting of significant information [31][32]. - In voluntary disclosures, the company should follow fairness principles, ensuring all investors have equal access to information [34][35].

英科医疗科技股份有限公司 第一章 总 则 第一条 为规范英科医疗科技股份有限公司（以下简称"公司"）募集资金 管理，提高募集资金使用效率，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》）《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》） 《上市公司募集资金监管规则》（以下简称《监管规则》）等有关法律法规、规 范性文件等相关法律、法规和规范性文件以及《英科医疗科技股份有限公司公司 章程》（以下简称《公司章程》）的规定，制定本制度。 第二条 本制度所称募集资金是指公司通过发行股票或者其他具有股权性 质的证券，向投资者募集并用于特定用途的资金，但不包括公司实施股权激励计 划募集的资金。 第三条 公司的董事和高级管理人员应当勤勉尽责，督促公司规范使用募集 资金，自觉维护公司募集资金安全，不得参与、协助或纵容公司擅自或变相改变 募集资金用途。 第四条 公司董事会负责健全并确保本制度的有效实施。 募集资金投资项目通过公司的子公司或公司控制的其他公司实施的，公司确 ...

Core Points - The company establishes a system to regulate financial transactions with controlling shareholders and related parties to prevent fund occupation and protect the rights of the company and its stakeholders [1][2] - The system defines "related parties" and outlines the types of fund occupation, including operational and non-operational fund occupation [2][3] - The company emphasizes the integrity obligations of controlling shareholders and actual controllers towards the company and public shareholders [4][5] Group 1: Principles and Regulations - The company must prevent related parties from occupying funds through various means and cannot cover expenses for related parties [3][4] - Related transactions must be settled promptly to avoid abnormal operational fund occupation [7][8] - The company must not provide funds to related parties through various prohibited methods, including loans and unsubstantiated financial instruments [4][6] Group 2: Prevention Measures - The board of directors is responsible for managing the prevention of fund occupation by controlling shareholders and related parties [11][12] - The company must maintain a detailed list of related parties and ensure transparency in financial dealings [13][14] - The financial department must adhere to strict procedures for payments to related parties, requiring approvals from designated authorities [19][20] Group 3: Accountability and Penalties - The company must take immediate action against controlling shareholders or related parties that occupy funds, including legal measures if necessary [26][27] - Any violations by directors or financial personnel regarding fund payments to related parties will result in disciplinary actions [29][30] - The company will pursue legal accountability for any losses incurred due to violations of this system [30][31]

Core Points - The document outlines the internal control system of Yingke Medical Technology Co., Ltd. to enhance corporate governance and protect investor rights [1] - The internal control system applies to the company and its wholly-owned and controlled subsidiaries, aiming to improve operational efficiency and risk management [1][2] - Subsidiaries are required to establish their own implementation details in accordance with the parent company's internal control requirements [2] Group 1: Governance Structure - Subsidiaries must establish a sound corporate governance structure and operational systems based on relevant laws and regulations [6] - The parent company exercises shareholder rights over subsidiaries through appointed directors and supervisors [7] - Subsidiaries are required to report significant business and financial matters to the parent company for review [10] Group 2: Financial Management - Subsidiaries must adhere to national financial and tax policies, ensuring the legality and accuracy of accounting records [16] - Financial reports must be submitted monthly and quarterly to the parent company for oversight [20] - External investment projects by subsidiaries require prior approval from the parent company [19] Group 3: Internal Audit and Supervision - The parent company conducts regular audits of subsidiaries to ensure compliance with internal management systems [21] - Subsidiaries must cooperate with audits and implement audit recommendations [24] Group 4: Information Management - Subsidiaries are responsible for timely and accurate information reporting to the parent company, including operational and financial performance [32][36] - Major decisions and transactions must be reported to the parent company for approval [36] Group 5: Documentation and Disclosure - Subsidiaries must submit essential documents, such as business licenses and internal control systems, to the parent company [37] - Information disclosure is managed by the parent company's board office, ensuring compliance with relevant regulations [40]

General Principles - The company aims to regulate insider information management and enhance confidentiality to protect investors' rights, based on relevant laws and regulations [1][2] - The Board of Directors is responsible for managing insider information and ensuring accurate and complete records of insider information personnel [1][2] Scope of Insider Information - Insider information refers to non-public information that significantly impacts the company's operations, finances, or market price of its securities [5][6] - The definition includes major events listed in the Securities Law that could affect the market price of the company's securities [6][7] Insider Information Personnel - Insider information personnel include individuals who can access insider information directly or indirectly before it is publicly disclosed [7][8] - This group encompasses internal staff involved in significant decision-making processes, major shareholders, and external parties such as regulatory agency staff and service providers [8][9] Registration and Management of Insider Information Personnel - The company must maintain a registration form for insider information personnel, documenting their access to insider information and related details [9][10] - A memorandum of significant events must be created during major transactions, detailing key decision points and involved personnel [10][11] Confidentiality Management - The company must limit the circulation of insider information to the smallest necessary group and ensure that any external sharing is approved by the Board Secretary [21][22] - Insider information personnel are prohibited from trading the company's securities based on insider information before it is publicly disclosed [25][26] Accountability and Penalties - The company will impose penalties on insider information personnel who leak information or engage in insider trading, which may include disciplinary actions and legal consequences [28][29] - Violations by external service providers or major shareholders can also lead to accountability measures from the company [30][31]

Group 1 - The company establishes an internal audit system to enhance the quality of internal audits and protect investors' rights [1] - Internal audit is defined as an evaluation activity conducted by the company's internal audit personnel to assess the effectiveness of internal controls and risk management [1][2] - The board of directors is responsible for the establishment and effective implementation of the internal control system [1][2] Group 2 - The company has set up an internal control department as the internal audit institution, reporting to the audit committee of the board of directors [2][3] - The internal control department is tasked with checking the authenticity and completeness of financial information and the implementation of internal control systems [2][3] - Internal audit personnel must possess necessary auditing knowledge and experience in finance and management [2][3] Group 3 - The internal control department must prepare an annual internal audit work plan two months before the end of each accounting year [3][4] - The internal control department is required to report to the audit committee at least quarterly on the execution of the internal audit plan and any issues discovered [4][5] - The audit committee must supervise the internal audit department to conduct checks on high-risk investments and significant transactions at least semi-annually [4][5] Group 4 - The internal control department must promptly audit significant external investments, asset purchases or sales, guarantees, and related transactions [6][7] - The internal audit report must include evaluations of legality, risk, and effectiveness of internal control systems [9][10] - The internal control department is responsible for following up on identified internal control deficiencies and ensuring corrective measures are implemented [6][7] Group 5 - The company must disclose any significant deficiencies or risks in internal control to the stock exchange and provide details on the measures taken [5][11] - The internal control department must submit an annual internal audit report to the audit committee within three months after the end of each accounting year [5][11] - The internal control evaluation report must include the board's declaration regarding the authenticity of the internal control report [11][12]

Core Viewpoint - The document outlines the regulations and procedures for the declaration, disclosure, and supervision of shareholding and trading activities by directors and senior management of Yingke Medical Technology Co., Ltd, emphasizing compliance with relevant laws and regulations [1][2][3]. Group 1: Regulations on Shareholding and Trading - The regulations apply to all shares held by directors, senior management, and specified individuals or organizations, including shares in margin trading accounts [2]. - Directors and senior management must notify the board secretary in writing before trading company shares, ensuring compliance with laws against insider trading and market manipulation [2][3]. - There are specific prohibitions on transferring shares within one year of listing, within six months after leaving the company, and during investigations or legal proceedings related to securities violations [5][6]. Group 2: Trading Restrictions - Trading is prohibited during specific periods, such as 15 days before the announcement of annual or semi-annual reports and five days before quarterly reports [6][7]. - Directors and senior management must ensure that close relatives and controlled entities do not trade based on insider information [7]. - Personal stock accounts must be strictly managed, and financing transactions using company shares are not allowed [7][8]. Group 3: Reporting and Disclosure Requirements - Directors and senior management must report their trading plans to the board secretary and disclose shareholding changes within two trading days [11][12]. - Any reduction in shareholding must be reported to the Shenzhen Stock Exchange 15 trading days in advance, detailing the number of shares, time frame, and reasons for the reduction [11][12]. - If shareholding changes exceed certain thresholds, additional reporting obligations under the relevant acquisition regulations apply [12][13]. Group 4: Violations and Responsibilities - Violations of trading regulations may result in penalties, including the recovery of profits from illegal trades and potential civil liabilities for significant losses caused to the company [23][24]. - The company may impose disciplinary actions based on the severity of the violation, including warnings, demotions, or legal actions for serious breaches [24][25]. - The document emphasizes adherence to laws and regulations, with the board of directors holding the authority for interpretation and amendments [25][26].

Core Points - The document outlines the regulations for the information disclosure deferral and exemption behaviors of Yingke Medical Technology Co., Ltd. to ensure compliance with legal obligations and protect the rights of the company and its investors [1][5] - The company can defer or exempt disclosure of information that is classified as state secrets or commercial secrets under specific conditions to prevent unfair competition and protect interests [2][4] Group 1: Information Disclosure Regulations - The company must carefully determine whether information qualifies for deferral or exemption based on the relevant rules and must disclose any information that does not meet these conditions in a timely manner [1][3] - Information that is deemed a commercial secret can be deferred or exempted from disclosure if it meets certain criteria, such as being core technical information or operational information that could harm the company or others if disclosed [2][4] Group 2: Internal Approval Procedures - The board of directors is responsible for establishing and implementing internal management systems for deferring or exempting information disclosure [3][5] - Any deferral or exemption must be approved by the board of directors, and the decision must be documented and archived for at least ten years [3][4] Group 3: Disclosure Obligations and Penalties - If the reasons for deferring or exempting disclosure are no longer valid, or if the information becomes difficult to keep confidential, the company must disclose the relevant information promptly [3][4] - The company will impose penalties on individuals responsible for any violations of the disclosure regulations [5]