Core Points - The document outlines the insider information management system of Robotech Intelligent Technology Co., Ltd, aimed at enhancing confidentiality and protecting investors' rights [1][2][3] Group 1: General Provisions - The company establishes this system to manage insider information and ensure fair disclosure according to relevant laws and regulations [1][2] - The Board of Directors is responsible for managing insider information and must maintain accurate and complete records of insider information [2][3] Group 2: Scope of Insider Information - Insider information refers to non-public information that could significantly impact the company's operations, finances, or stock prices [6][7] - Major events that could affect stock prices include significant asset transactions, changes in control, or legal issues involving senior management [6][7] Group 3: Insider Information Registrants - Insider information registrants include company directors, senior management, and significant shareholders, as well as external parties involved in major transactions [5][6] - The company must maintain a detailed record of all individuals who have access to insider information, including their relationship to the company and the nature of the information accessed [8][9] Group 4: Registration and Filing of Insider Information - The company must file insider information registrant records with the Shenzhen Stock Exchange within five trading days after the information is publicly disclosed [8][10] - A memorandum documenting the process of major events must be created and submitted to the exchange, detailing key decisions and participants [10][11] Group 5: Confidentiality Management - All insider information registrants are obligated to maintain confidentiality and are prohibited from disclosing or trading based on insider information before it is publicly released [13][14] - The company must control the dissemination of insider information to the minimum necessary number of individuals [19][20] Group 6: Accountability and Penalties - The company will conduct self-inspections regarding insider trading and will report any violations to regulatory authorities [25][26] - Violations of the insider information management system may result in disciplinary actions, including termination of contracts with service providers [28][29]

Core Viewpoint - The company has established a system for accountability regarding significant errors in annual report disclosures to enhance the quality and transparency of financial reporting [1][2][3] Group 1: General Principles - The system aims to improve the company's operational standards and increase accountability for annual report disclosures [1] - It is based on various laws and regulations, including the Securities Law of the People's Republic of China and the Shenzhen Stock Exchange rules [1] Group 2: Definition of Major Errors - Major errors in annual report disclosures include significant accounting errors in financial reports, major omissions, and discrepancies in performance forecasts [2][3] - Specific criteria for identifying major accounting errors include deviations in asset, liability, income, and profit figures exceeding 5% and absolute amounts over 5 million [4][5] Group 3: Responsibility and Accountability - The company will hold relevant personnel accountable for significant errors, including directors, senior management, and department heads [3][8] - The accountability process will follow principles of objectivity, fairness, and correlation between responsibility and fault [3][9] Group 4: Correction Procedures - If significant errors are identified, the company must promptly issue corrective announcements and engage a qualified accounting firm for audits [5][6] - The internal audit department is responsible for collecting data, investigating causes, and proposing corrective measures [9][10] Group 5: Penalties and Consequences - Penalties for significant errors may include internal reprimands, warnings, demotions, or even termination of employment [10][12] - The results of accountability measures will be included in the annual performance evaluations of relevant personnel [10]

Core Viewpoint - The article outlines the selection system for accounting firms at Robotech Intelligent Technology Co., Ltd., emphasizing the need for compliance with relevant laws and regulations to ensure the quality of financial information and protect shareholder interests [1][12]. Group 1: General Principles - The selection of accounting firms must be approved by the Board of Directors' Audit Committee and subsequently by the Board and shareholders [1][2]. - The company must not appoint an accounting firm before the Board and shareholders have reviewed the matter [2]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess independent legal status and the necessary qualifications to conduct securities and futures-related business [5]. - Firms must have a fixed workplace, sound organizational structure, and robust internal management and control systems [5]. - The firms should be familiar with relevant financial laws and regulations and have a good reputation and record of professional quality [5]. Group 3: Selection Procedures - The Audit Committee is responsible for proposing the selection of accounting firms and overseeing the audit process [7]. - The selection process must be competitive and fair, utilizing methods such as competitive negotiation, public bidding, and invitation bidding [8][9]. - The evaluation criteria for accounting firms must include audit fees, qualifications, performance records, quality management, and resource allocation [9][10]. Group 4: Evaluation and Reporting - The company must evaluate the quality management level of the accounting firms, focusing on their quality management systems and implementation [10]. - The average audit fee of all qualified firms will serve as the benchmark for evaluating audit fee proposals [10]. - Annual reports must disclose information about the accounting firms, including service duration and audit fees [8]. Group 5: Reappointment and Dismissal Procedures - The Audit Committee must evaluate the performance of the accounting firm before reappointment and submit findings to the Board [7]. - The company must change accounting firms under specific circumstances, such as significant quality defects or delays in audit work [20][21]. - The reasons for dismissing an accounting firm must be disclosed in relevant documents [10]. Group 6: Supervision and Penalties - The Audit Committee must monitor the selection process and ensure compliance with laws and regulations [26]. - Serious violations by accounting firms can lead to penalties, including dismissal and financial liability for responsible individuals [28][29]. - All documents related to the selection and evaluation of accounting firms must be properly archived for at least ten years [30].

罗博特科智能科技股份有限公司 内部审计制度 罗博特科智能科技股份有限公司 内部审计制度 第一章 总则 第一条 为了加强罗博特科智能科技股份有限公司（以下简称"公司"）内部管 理和控制，促进公司内部各管理层行为的合法性、合规性，提高内部审计工作质 量，保护投资者合法权益，不断提高企业运营的效率和效果，依据《中华人民共 和国审计法》《关于内部审计工作的规定》《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、规范性文件以及《罗博特 科智能科技股份有限公司章程》（以下称"《公司章程》"）的有关规定，制定本制 度。 第二条 本制度所称"内部审计"，是指由公司内审部人员，对公司内部控 制和风险管理的有效性、财务信息的真实性和完整性以及经营活动的效率和效果 等开展的评价活动。 第三条 本制度所称"内部控制"，是指公司董事会、审计委员会、高级管 理人员及其他有关人员为实现下列目标而提供合理保证的过程： （一）遵守国家法律、法规、规章及其他相关规定； （二）提高公司经营的效率和效果； （三）保障公司资产的安全； （四）确保公司信息披露的真实、准确、完整、及时、公平和合法合规。 第四条 公 ...

罗博特科智能科技股份有限公司 股东会网络投票细则 第五条 深交所授权信息公司接受公司委托，提供股东会网络投票服务。公司通 过本所网络投票系统为股东提供网络投票服务的，应当与信息公司签订服务协议。 罗博特科智能科技股份有限公司 股东会网络投票细则 第一章 总则 第一条 为规范罗博特科智能科技股份有限公司（以下简称"公司"）股东会网 络投票业务，保护投资者的合法权益，根据《中华人民共和国公司法》《上市公 司股东会规则》《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 司股东会网络投票实施细则》和《罗博特科智能科技股份有限公司章程》（以下简 称"《公司章程》"）等法律法规和规范性文件，制定本细则。 第二条 本细则所称上市公司股东会网络投票系统（以下简称"网络投票系 统"）是指深圳证券交易所(以下简称"深交所")利用网络与通信技术，为上市公司股 东行使股东会表决权提供服务的信息技术系统。网络投票系统包括深交所交易系 统、互联网投票系统（网址：http://wltp.cninfo.com.cn）。 第三条 本公司召开股东会，除现场会议投票外，应当向股东提供股东会网络 投票服务。 公司股东会现场会议应当在深交所 ...

罗博特科智能科技股份有限公司 募集资金管理办法 罗博特科智能科技股份有限公司 募集资金管理办法 第一章 总则 第一条 为规范罗博特科智能科技股份有限公司（以下简称"公司"）募集资 金的管理和使用，保护投资者的权益，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》"）《深圳证券交 易所创业板股票上市规则》 （以下简称"《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》 （以下简称"《创 业板上市公司规范运作》"）《上市公司募集资金监管规则》以及《罗博特科智能科 技股份有限公司章程》 （以下简称"《公司章程》"）的有关规定，制定本办法。 第二条 本办法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，不包括公司为实施股权激励计划 募集的资金。 第三条 公司募集资金应当专款专用。公司使用募集资金应当符合国家产业 政策和相关法律法规，践行可持续发展理念，履行社会责任，原则上应当用于主 营业务，有利于增强公司竞争能力和创新能力。中国证券监督管理委员会对公司 发行股份、可 ...

Core Viewpoint - The document outlines the management system for the subsidiaries of Robotech Intelligent Technology Co., Ltd., aiming to standardize operations, enhance resource allocation, and promote healthy development of subsidiaries [2][3]. General Principles - The management system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2]. - A subsidiary is defined as a company where the parent company holds more than 50% of the shares or can control the board of directors [2]. - The relationship between the parent company and its subsidiaries is one of equal legal entities, with the parent company holding rights over the subsidiaries based on its shareholding [2][3]. Operational Norms - Subsidiaries must establish a sound governance structure and internal management systems in compliance with laws and regulations [3]. - Subsidiaries are required to strengthen self-discipline and accept supervision from the parent company, providing truthful information when queried [3][4]. - Major decisions such as restructuring, mergers, and financial investments must follow established procedures and be reported to the parent company's board [3][4]. Personnel Management - The parent company exercises shareholder rights through the subsidiary's shareholder meetings and appoints directors and senior management [5]. - Directors and senior management of subsidiaries must adhere to legal obligations and ensure compliance with laws and company policies [6]. - Annual performance reports must be submitted by the subsidiary's management to the parent company [6][7]. Financial Management - The parent company supervises the investment scale, asset structure, and financial safety of subsidiaries [7]. - Subsidiaries are required to submit monthly, quarterly, and annual financial reports to the parent company [7]. Operational Decision Management - Subsidiaries' operational plans must align with the parent company's strategic goals [9]. - External investment plans must be approved by the parent company, and investment decisions should follow a structured process [9][10]. Information Management - Subsidiaries must disclose significant events that may impact the parent company's stock price [11]. - The general manager of the subsidiary is responsible for timely information disclosure to the parent company [11]. Inspection and Assessment - The parent company implements regular reporting and auditing systems for subsidiaries [12]. - Auditors may be dispatched to review the financial and operational activities of subsidiaries [12].

Core Viewpoint - The company has established a management system to prevent the controlling shareholder and related parties from occupying company funds, ensuring the protection of the company's and shareholders' legal rights [2][3]. Group 1: General Principles - The system aims to strengthen and standardize the company's fund management, preventing the controlling shareholder, actual controller, and related parties from occupying company funds [2]. - The term "controlling shareholder" refers to shareholders holding more than 50% of the company's total share capital or those whose voting rights significantly influence shareholder resolutions [2][3]. Group 2: Definition of Fund Occupation - "Fund occupation" includes both operational and non-operational forms, such as funds occupied through related transactions or payments made on behalf of the controlling shareholder and related parties [3][4]. - Non-operational fund occupation includes payments for wages, benefits, and other expenses on behalf of the controlling shareholder and related parties, as well as direct or indirect loans [3][4]. Group 3: Prevention Principles - The company must strictly limit fund occupation in operational transactions with the controlling shareholder and related parties, adhering to relevant regulations [4][5]. - The company is prohibited from providing funds directly or indirectly to the controlling shareholder and related parties for various expenses, including loans and guarantees without genuine commercial transactions [4][5]. Group 4: Responsibilities and Measures - The board of directors and senior management are responsible for preventing fund occupation and must adhere to relevant approval and disclosure procedures [6][7]. - The financial officer must ensure the company's financial independence and report any attempts by the controlling shareholder to occupy or transfer funds [7][8]. Group 5: Accountability and Penalties - Violations of the system by the company, its directors, or the controlling shareholder that result in losses will lead to legal accountability and potential lawsuits [10][11]. - Funds occupied by the controlling shareholder should ideally be repaid in cash, with strict controls on non-cash asset repayments [10][11].

Core Viewpoint - The company has established a comprehensive external guarantee management system to regulate and control the risks associated with providing guarantees to other entities, ensuring compliance with relevant laws and regulations [1][2][3]. Group 1: External Guarantee Management Principles - The company emphasizes the principles of legality, prudence, mutual benefit, and safety in its external guarantees, aiming to strictly control guarantee risks [2]. - Guarantees provided to subsidiaries must be matched by equivalent guarantees or counter-guarantees from other shareholders based on their investment ratios [2][3]. Group 2: Approval Process for External Guarantees - The highest decision-making body for external guarantees is the shareholders' meeting, with the board of directors exercising decision-making authority based on the company's articles of association [6][17]. - Guarantees exceeding 10% of the company's latest audited net assets or 50% of total assets require approval from the shareholders' meeting [6][17]. Group 3: Risk Assessment and Documentation - The company must conduct thorough credit assessments of guarantee applicants, including reviewing financial reports and repayment capabilities [3][4]. - All external guarantees must be documented in written contracts that comply with legal requirements, and the company must ensure proper management of these contracts [7][8]. Group 4: Information Disclosure Obligations - The company is required to disclose information regarding external guarantees in accordance with relevant regulations, including details of the guarantees and the financial status of the guaranteed parties [12][13]. - If a guaranteed party fails to fulfill its repayment obligations, the company must promptly disclose this information [12][13]. Group 5: Responsibilities and Penalties - The company holds its directors and senior management accountable for any breaches of the external guarantee management system, with potential penalties for violations [17][18]. - Any personnel who fail to perform their duties or cause losses to the company due to negligence will face disciplinary actions [17][18].

Core Viewpoint - The article outlines the external investment management system of Robotech Intelligent Technology Co., Ltd., emphasizing the need for a structured governance framework to ensure effective decision-making and risk control in external investments [1][2]. Group 1: Investment Management Principles - The investment management should adhere to legal regulations, align with the company's development strategy, and optimize resource allocation to create good economic benefits [2]. - The system applies to the company and its wholly-owned and controlling subsidiaries, with centralized management of external investments [2]. Group 2: Decision-Making Authority - External investments require a professional management and hierarchical approval system, with the board of directors, shareholders' meeting, and CEO as decision-making bodies [6]. - Investments meeting specific thresholds must be approved by the board and submitted to the shareholders' meeting for final approval [7]. Group 3: Types of External Investments - External investments include establishing new enterprises, increasing capital in existing enterprises, operational project investments, stock and bond investments, and other financial activities [4][5]. Group 4: Investment Approval Process - The investment proposal can be initiated by shareholders or directors, followed by a comprehensive analysis by investment analysts to assess feasibility and alignment with company strategy [16]. - The CEO is responsible for the initial review and must submit proposals exceeding their approval authority to the board [17][18]. Group 5: Post-Investment Management - The company’s relevant departments are responsible for the ongoing management of external investment projects, ensuring financial records are maintained and risks are evaluated [22][26]. - Financial departments must keep detailed accounts for each investment project and assess financial performance regularly [26]. Group 6: Information Disclosure - The company must comply with information disclosure obligations as per relevant laws and regulations, ensuring transparency in investment activities [35][36]. - Subsidiaries are required to report significant events, including asset acquisitions and major contracts, to the company's board secretary promptly [38].