Core Points - The company has established a management system for entrusted financial management to enhance fund operation efficiency and safeguard assets while preventing investment risks [1][2] - The entrusted financial management is aimed at utilizing idle funds or raised funds without affecting normal operations and project funding [2][3] - The company must ensure that entrusted financial products are low-risk, highly liquid, and safe, with a preference for products that guarantee principal [6][7] Group 1 - The company can only use idle funds for entrusted financial management, ensuring it does not impact normal operations or project funding [2][3] - The financial products must be from reputable institutions with good credit and financial status, and the company must not have any related party transactions with the issuers [6][7] - The expected return on entrusted financial products should ideally exceed the current bank deposit interest rates [6][7] Group 2 - The company must follow strict approval processes for entrusted financial management, including board and shareholder approvals for significant amounts [11][12] - The finance department is responsible for managing the entrusted financial management, including risk assessment and tracking the performance of financial products [5][6] - Regular audits and checks are required to ensure compliance and assess the performance of the entrusted financial products [19][20] Group 3 - The company is required to disclose relevant information regarding entrusted financial management, including investment purposes, amounts, and risk analysis [25][27] - Specific disclosures are mandated when utilizing idle raised funds for cash management, including the status of the raised funds and the types of financial products used [29][30] - Violations of the established regulations may lead to disciplinary actions against responsible individuals [30]

General Provisions - The rules are established to standardize company behavior and ensure the shareholders' meeting exercises its rights according to relevant laws and regulations [1] Shareholders' Meeting Authority - The shareholders' meeting is the company's authority body, responsible for reviewing significant asset transactions exceeding 30% of the latest audited total assets within a year [2] - Transactions with related parties exceeding 30 million yuan and 5% of the latest audited net assets must be reviewed by the shareholders' meeting [2] - Certain transactions, such as those involving over 50% of audited annual revenue or net profit, must be submitted for shareholders' approval [2][3] External Guarantees - External guarantees exceeding 10% of the latest audited net assets require shareholders' approval [3] - Total guarantees exceeding 50% of the latest audited net assets must also be approved by the shareholders' meeting [4] Meeting Convening - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [5] - Temporary meetings can be convened within two months of certain events, such as a request from shareholders holding over 10% of shares [6] Proposals and Notifications - Proposals must fall within the authority of the shareholders' meeting and comply with legal and regulatory requirements [14] - Shareholders holding over 1% of shares can propose additional items for discussion at the meeting [8] Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [19] - The company must disclose the voting results and details of the resolutions promptly after the meeting [59] Meeting Records and Legal Opinions - Meeting records must include details such as time, location, attendees, and voting results, and must be preserved for ten years [68][23] - Legal opinions must be obtained regarding the legality of the meeting's procedures and results [69]

Core Points - The company has established a system to enhance information disclosure management, ensuring fair principles and protecting investors' rights [1] - The system applies to all departments, subsidiaries, and personnel who have access to significant undisclosed information [1][2] - The board of directors is the highest management authority for external information reporting, with the board secretary overseeing the process [2] Information Disclosure Management - The term "information" refers to all undisclosed information that could significantly impact the company's stock and derivatives trading prices [1] - External information users include government departments, regulatory agencies, and other external entities that have the right to request information [2] - Company personnel must adhere to confidentiality obligations during the preparation of regular and temporary reports, as well as during significant matters [5][6] Reporting Procedures - Information intended for external reporting must be communicated to the securities department in advance, and an approval process must be followed [4] - In cases of particularly significant information, additional approval from the company chairman is required before disclosure [5] - External information users must provide personal and organizational details before receiving any undisclosed information [10] Confidentiality and Compliance - External entities and individuals are prohibited from leaking undisclosed major information and must not use it for trading purposes [12] - Any breach of confidentiality that leads to information leakage must be reported to the company immediately [13] - The company reserves the right to seek compensation for economic losses caused by violations of this system [6]

江苏精研科技股份有限公司 第一章 总则 (四)诚信勤勉、廉洁奉公、民主公道； (五)年富力强，具有强烈的使命感和积极开拓的进取精神。 第一条 为进一步完善江苏精研科技股份有限公司（以下简称"公司"）的 法人治理结构，根据《中华人民共和国公司法》（以下简称《公司法》）、《江 苏精研科技股份有限公司章程》（以下简称"《公司章程》"）及有关法律、法 规的规定，制定本工作细则。 第二章 总经理的任职资格与任免程序 第二条 总经理的任职资格： (一)具有较为丰富的经济理论知识、管理知识及较强的经营管理能力； (二)具有调动员工积极性、建立合理的组织机构、协调各种内外关系和统揽 全局的能力； (三)具有一定年限的企业管理或经济工作经历，精通本行，熟悉生产经营业 务，熟悉国家有关政策、法律、法规，具有一定的财会知识及税务知识； 第三条 有下列情形之一的，不得担任公司总经理： (一)无民事行为能力或者限制民事行为能力； (二)因贪污、贿赂、侵占财产、挪用财产或者破坏社会主义市场经济秩序， 被判处刑罚，或者因犯罪被剥夺政治权利，执行期满未逾五年，被宣告缓刑的， 自缓刑考验期满之日起未逾二年； (三)担任破产清算的公司、企业的董 ...

Core Points - The document outlines the information disclosure obligations of Jiangsu Jingyan Technology Co., Ltd. to ensure transparency and protect the rights of shareholders and investors [1][2][3] - It emphasizes the importance of timely, accurate, and complete disclosure of significant information that may impact stock trading prices or investment decisions [2][3][4] - The document establishes the responsibilities of the board of directors, senior management, and other relevant parties in ensuring compliance with disclosure regulations [5][6][7] Group 1: Disclosure Principles - Information disclosure is a continuous responsibility of the company, requiring adherence to relevant laws and regulations [4][5] - The company must ensure that disclosed information is truthful, accurate, complete, and timely, with a clear and understandable presentation [2][3][4] - Confidential business information may be exempt from disclosure under certain conditions, such as potential harm to competitive advantage [4][5][6] Group 2: Disclosure Content and Standards - The company is required to disclose periodic reports (annual, semi-annual, quarterly) and temporary reports for significant events [16][17][18] - Annual reports must include key financial data, stock and bond issuance details, and information on major shareholders [21][22][23] - The company must disclose any significant events that could impact stock prices immediately upon becoming aware of them [38][39][40] Group 3: Disclosure Procedures - The document outlines the procedures for preparing, reviewing, and disclosing periodic and temporary reports [62][63][64] - The board of directors is responsible for ensuring timely disclosure of reports, and the board secretary manages the disclosure process [66][67][68] - Any significant changes in the company's operations or financial status must be reported promptly to maintain transparency [56][57][58]

Group 1 - The company held a special meeting of independent directors on August 1, 2025, to review significant matters including external investments and accounting corrections [1][2] - The independent directors unanimously agreed to the proposal for external investment to establish a controlling subsidiary, stating that the investment was based on voluntary agreements and fair pricing, ensuring no harm to the interests of the company or its shareholders [1][2] - The independent directors also reviewed and approved the correction of prior accounting errors, emphasizing that the adjustments reflect the company's actual operating conditions and financial status, aligning with relevant accounting standards [2]

江苏精研科技股份有限公司 第一章 总则 第一条 为进一步建立健全公司董事及高级管理人员的产生,完善公司治理结 构，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》、《上市公司独立董事管理办法》、《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》以及《江苏精研科技股份有限公司章程》 （以下简称"公司章程"）及其他有关规定,公司特设立董事会提名委员会（以下简 称"提名委员会"）,并制定本工作制度。 第二章 人员组成 第三条 提名委员会由三名董事组成，其中独立董事应当过半数。 第四条 提名委员会委员由董事长、二分之一以上独立董事或者全体董事的三 分之一提名，并由董事会选举产生。 第五条 提名委员会设主任委员（召集人）一名，由独立董事委员担任，负责 主持提名委员会工作。主任委员由提名委员会全体委员选举产生。 提名委员会主任委员负责召集和主持提名委员会会议，当提名委员会主任委员 不能或无法履行职责时，由其指定一名其他委员代行其职责；提名委员会主任委员 既不履行职责，也不指定其他委员代行其职责时，任何一名委员均可将有关情况向 公司董事会报告，由公司董事会指定一名委员 ...

Core Points - The establishment of the Strategic Committee aims to enhance the company's core competitiveness and improve the quality of major investment decisions [1][3] - The Strategic Committee is responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [1][3] Group 1: Committee Structure - The Strategic Committee consists of three directors, with the chairman and independent directors involved in the nomination process [2][3] - The term of the committee members aligns with that of the board of directors, allowing for re-election unless disqualified [2][3] Group 2: Responsibilities and Authority - The main responsibilities of the Strategic Committee include researching and proposing suggestions on long-term development plans, operational goals, and major investments [3][4] - The committee is also tasked with reviewing the implementation of these strategies and making recommendations on other significant matters affecting the company [3][4] Group 3: Decision-Making Process - An Investment Review Group is established under the Strategic Committee to prepare for decision-making, including initial feasibility reports and project proposals [4][5] - The Strategic Committee convenes meetings based on proposals from the Investment Review Group, which are then submitted to the board for approval [4][5] Group 4: Meeting Rules - Meetings of the Strategic Committee require at least two-thirds of the members to be present, and decisions are made by a majority vote [5][6] - The committee must document meeting proceedings and decisions, which are to be reported to the board of directors [6][7] Group 5: Confidentiality and Compliance - Members and attendees of the Strategic Committee meetings are bound by confidentiality regarding the matters discussed [7][8] - The work system of the Strategic Committee is subject to national laws and regulations, as well as the company's articles of association [8]

Core Points - The document outlines the regulations and responsibilities of the board secretary of Jiangsu Jingyan Technology Co., Ltd, emphasizing the importance of compliance with laws and regulations [1][4][11] Chapter 1: General Provisions - The board secretary serves as the designated liaison between the company and the stock exchange, appointed by the board of directors [1] - The company must provide necessary support for the board secretary to perform their duties, including access to financial and operational information [1] Chapter 2: Qualifications - The board secretary is nominated by the chairman and must meet specific qualifications, including familiarity with relevant laws and regulations [3][5] - Certain individuals are prohibited from serving as board secretary, including those who have faced administrative penalties from the China Securities Regulatory Commission [3][6] Chapter 3: Main Responsibilities - The board secretary is responsible for managing investor relations, organizing board meetings, and ensuring compliance with information disclosure regulations [4][5] - They must also maintain confidentiality regarding undisclosed significant information and report any leaks to the stock exchange [4][6] Chapter 4: Appointment and Dismissal - The appointment of the board secretary requires a confidentiality agreement and must be reported to the stock exchange [7][9] - The company must dismiss the board secretary within one month if certain conditions arise, such as legal violations or inability to perform duties [9][12] Chapter 5: Supplementary Provisions - Any matters not covered by the regulations will be governed by national laws and the company's articles of association [10][11] - The board of directors is responsible for interpreting these regulations [11][18]

Core Points - The document outlines the information disclosure management system for Jiangsu Jingyan Technology Co., Ltd, ensuring the authenticity, accuracy, completeness, timeliness, and fairness of disclosures [1][6] - The company must carefully determine the conditions under which information disclosure can be deferred or exempted, and take effective measures to prevent leaks of undisclosed information [1][2] Group 1: General Provisions - The company is required to comply with various laws and regulations, including the Company Law and Securities Law, as well as the Shenzhen Stock Exchange listing rules [1] - The company must ensure that any information that qualifies for deferral or exemption from disclosure is handled with caution to avoid misuse of these provisions [2] Group 2: Conditions for Deferral and Exemption - Information can be exempted from disclosure if it involves state secrets or could violate national confidentiality regulations [2][3] - The company has an obligation to protect state secrets and must not disclose such information through any means, including investor interactions or press releases [2][3] Group 3: Internal Management Procedures - The company must conduct a careful assessment of whether information qualifies for deferral or exemption and cannot abuse these procedures to evade disclosure obligations [3][4] - Relevant parties must submit written applications to the board secretary for any information they believe should be deferred or exempted from disclosure [4] Group 4: Documentation and Reporting - The board secretary must maintain a record of any deferred or exempted disclosures, including the reasons for such actions and the internal review process [4][5] - The company must report any deferred or exempted information to the relevant regulatory bodies within ten days after the release of periodic reports [5] Group 5: Responsibilities and Penalties - The company will hold accountable any individuals or entities responsible for violations of the disclosure management system, imposing appropriate penalties based on the severity of the infraction [6]