Core Viewpoint - The document outlines the regulations and procedures regarding the resignation and termination of directors and senior management at Dalian Dali Cap Technology Co., Ltd, ensuring operational stability and protection of stakeholders' rights [1][2][6]. Group 1: Resignation Procedures - Directors and senior management can resign before their term ends, with directors required to submit a written resignation report to the board, effective upon receipt [1][2]. - If a director's resignation results in the board falling below the legal minimum number, the resigning director must continue to fulfill their duties until a new director is appointed [1][2]. - The company must disclose the resignation of directors or senior management within two trading days [1][2]. Group 2: Termination Conditions - Directors can be removed by a shareholders' resolution if they violate laws or company regulations, with immediate effect upon the resolution [2]. - Senior management can also be dismissed for similar reasons, with the dismissal effective upon board resolution [2]. - If a director is dismissed without just cause before their term ends, they may seek compensation from the company [2]. Group 3: Eligibility Criteria - Individuals with certain legal restrictions, such as criminal convictions or bankruptcy responsibilities, are ineligible to serve as directors or senior management [3][4]. - The company must terminate the employment of any director or senior management who falls under these disqualifications during their tenure [4]. Group 4: Transition and Responsibilities - Resigning directors and senior management must hand over all relevant documents and assets within three working days post-resignation [4][5]. - If there are unresolved commitments, the company can require a written fulfillment plan from the departing personnel [5]. - The loyalty obligations of directors and senior management remain in effect for two years post-termination [5]. Group 5: Accountability Mechanism - The board will review any breaches of commitments or transfer issues by departing personnel and may pursue compensation for losses incurred [6]. - Departing directors and senior management have the right to appeal any accountability decisions within 15 days [6]. Group 6: Implementation and Governance - The regulations will be implemented upon approval by the board and are subject to existing laws and company articles [6]. - The board is responsible for the formulation, revision, and interpretation of these regulations [6].

Core Viewpoint - Dalian Dali Cap Technology Co., Ltd. is proposing amendments to its Articles of Association, including the elimination of the supervisory board, with the audit committee of the board taking over its responsibilities [1][2]. Summary by Sections Amendment to Articles of Association - The company plans to revise certain provisions of its Articles of Association in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1]. - The supervisory board will be abolished, and its powers will be transferred to the audit committee of the board [1][2]. Authorization for Registration Changes - The company will seek authorization from the shareholders' meeting for the chairman and authorized personnel to handle the necessary business registration changes [1]. - The authorization will be valid from the date of approval by the shareholders' meeting until the completion of the registration and filing process [1]. Compliance with Legal Framework - The amendments are in line with the requirements of the Shenzhen Stock Exchange and other regulatory guidelines [1][2]. - The company will ensure that any inconsistencies between the amended Articles and existing regulations will be resolved in favor of the revised Articles [2]. Documentation and Reference - The company will provide a comparison table of the amendments to the Articles of Association, detailing changes in wording and structure without affecting the substantive meaning [2][3].

Core Viewpoint - The company has revised its governance system and established new regulations to enhance operational compliance and align with updated legal requirements [1][2]. Group 1: Governance Revisions - The company held its 12th meeting of the second board on July 10, 2025, where it approved several proposals related to governance [1]. - The revisions include updates to the "Management System for Shares Held by Directors and Senior Management" and the establishment of a "Temporary Disclosure Exemption System" [1][2]. - The revisions aim to improve the company's governance structure in accordance with the latest amendments to relevant laws and regulations [1]. Group 2: Shareholder Approval - Items 1-9 of the newly established and revised systems require approval from the shareholders' meeting, with a two-thirds majority needed from valid voting rights [2]. - Other systems will take effect immediately upon approval by the board of directors [2].

Group 1 - The resignation of Ms. Ren Xuemei from the board of directors and various committees is due to personal reasons, and her departure will not affect the company's daily operations [1][2] - The company has proposed to elect Ms. Yan Ying as a non-independent director and as a member of the audit and nomination committees, pending approval at the shareholders' meeting [1][2] - The board composition after the election will comply with the requirements of the Company Law and the company's articles of association, ensuring that the number of directors who are also senior management does not exceed half of the total number of directors [2] Group 2 - Ms. Yan Ying, born in November 1984, has a bachelor's degree and has held various leadership positions at Dongfang Qianhai Asset Management (Hangzhou) Co., Ltd. since July 2015 [2] - As of the date of the announcement, Ms. Yan does not hold any shares in the company and has no related party relationships with shareholders holding more than 5% of the company's shares [2][3] - Ms. Yan meets all legal and regulatory requirements to serve as a director, with no record of violations or penalties from regulatory authorities [3]

Core Viewpoint - The company has established a comprehensive set of guidelines for its hedging activities to mitigate market price volatility risks, ensuring that these activities align with its operational needs and comply with relevant regulations [1][2]. Group 1: Hedging Business Overview - The hedging business includes financial derivatives and commodity futures hedging to mitigate risks associated with exchange rates, interest rates, and commodity prices [1][2]. - The company must conduct hedging activities in a legal, prudent, safe, and effective manner, ensuring that these activities do not interfere with normal operations or involve speculative trading [2]. Group 2: Organizational Structure - The company's board of directors and shareholders' meeting serve as the decision-making bodies for hedging activities [3]. - A dedicated working group is established to manage hedging activities, comprising key executives such as the chairman, general manager, and financial officers [3][4]. Group 3: Approval Authority - The company must prepare a feasibility analysis report for hedging activities, which requires approval from the board of directors [5]. - Certain transactions, particularly those involving significant financial commitments, must also be submitted for shareholders' approval [5]. Group 4: Risk Management - The company is required to conduct thorough assessments of financial institutions before engaging in hedging activities [27]. - Regular audits and checks are mandated to ensure compliance with risk management policies and to identify any operational risks [28][30]. Group 5: Emergency Procedures - In the event of significant market changes or natural disasters, the company must promptly report and take necessary actions to mitigate risks, including closing or locking positions [37][39]. - Contingency plans are in place for operational disruptions, ensuring that trading can continue through alternative means [40][41]. Group 6: Documentation and Record Keeping - All documentation related to hedging activities, including applications, approvals, and transaction records, must be archived for a minimum of ten years [41]. - The company is responsible for maintaining confidentiality regarding its hedging strategies and financial information [25].

Core Points - The article outlines the procedures and requirements for selecting and appointing accounting firms by Dalian Dali Cap Technology Co., Ltd to ensure the quality and reliability of financial information [1][2][3] Group 1: Selection Process - The audit committee submits a proposal for selecting an accounting firm to the board of directors [2] - The selection process must be competitive and fair, utilizing methods such as competitive negotiation, public bidding, and invitation bidding [2][3] - The audit committee investigates the quality and integrity of the accounting firms through various means, including reviewing public information and consulting regulatory bodies [2][3] Group 2: Requirements for Accounting Firms - Selected accounting firms must possess independent qualifications and meet the regulatory requirements set by relevant authorities [1][2] - Firms must have a good reputation and a record of compliance, with no administrative penalties related to securities and futures business in the last three years [1][2] - The firms must have qualified registered accountants and a robust internal management system [1][2] Group 3: Evaluation and Reporting - After the audit work is completed, the audit committee evaluates the performance and quality of the accounting firm, with the results reported at the annual shareholders' meeting [3][4] - If multiple proposals for accounting firms exist, the audit committee must provide comparative opinions based on their investigations [3][4] Group 4: Reappointment and Dismissal Procedures - The audit committee must meet with both the previous and proposed accounting firms to evaluate their performance before making a recommendation for reappointment [5][6] - Any dismissal of an accounting firm must be disclosed in detail, including reasons and any statements from the dismissed firm [6][7] Group 5: Supervision and Penalties - The audit committee is responsible for supervising the selection process and ensuring compliance with laws and regulations [7] - If violations occur, the audit committee must report to the board, which may lead to penalties for responsible parties [7]

Core Points - The article outlines the internal control system of Dalian Dali Kape Technology Co., Ltd, emphasizing the importance of compliance with laws and regulations, operational efficiency, asset security, and accurate financial reporting [1][2][3] Group 1: Internal Control Framework - The board of directors is responsible for establishing and implementing internal controls, while the audit committee supervises this process [2] - The management is tasked with the daily operation of internal controls, and the internal audit department monitors their effectiveness [2][3] - The internal control system must consider various factors, including the internal environment, goal setting, risk assessment, and communication of information [4][5] Group 2: Governance Structure - The company has established rules for shareholder meetings, board meetings, and management roles to ensure effective governance and decision-making [3][4] - Clear definitions of responsibilities and authority are necessary for each department and position to ensure accountability [4] Group 3: Risk Management - A comprehensive risk assessment system is required to monitor operational, financial, market, and legal risks continuously [5] - The company must establish internal and external information management systems to ensure timely communication of risks and control deficiencies [5] Group 4: Control Activities - The company focuses on managing its subsidiaries, ensuring they adhere to internal control standards and report significant matters promptly [6][7] - A robust internal control system for related party transactions is essential to protect the interests of the company and its shareholders [8][9] Group 5: External Guarantees and Fund Management - The company must adhere to strict approval processes for external guarantees, ensuring thorough evaluation of the financial status of the parties involved [11][12] - Fund management practices must be transparent and efficient, with clear guidelines for the use of raised funds [14][15] Group 6: Internal Audit and Reporting - An independent internal audit department is established to oversee business activities, risk management, and financial information [17][18] - Regular internal audit reports must be submitted to the board or audit committee, highlighting any deficiencies in internal controls [18]

大连达利凯普科技股份公司 第一章 总 则 ）、《中华人民共和国证券法》（以下简称"证券法"）等有关法律、法规、规 范性文件及《大连达利凯普科技股份公司章程》（以下简称"《公司章程》"） 的规定，制定本工作细则。 第二条 董事会秘书是公司的高级管理人员，董事会秘书对公司和董事会负 责，承担法律、法规及《公司章程》对公司高级管理人员所要求的义务，享有相 应的工作职权，并获取相应报酬。 第二章 任职资格 第三条 本公司董事会秘书的任职资格： （一）具有大专以上学历，从事经济、管理、证券等工作三年以上； （二）具备履行职责所必须的财务、税收、法律、金融、企业管理等专业知 识； 第一条 为了促进公司的规范运作，充分发挥董事会秘书的作用，加强对董 事会秘书工作的管理与监督，根据《中华人民共和国公司法》（以下简称"公司 法" （三）具有良好的个人品质和职业道德，严格遵守有关法律、法规和规章， 能够忠诚地履行职责； （四）熟悉公司经营管理情况，具有良好的处事和沟通能力。 第四条 具有下列情形之一的人员不得担任董事会秘书： （一）《公司法》规定不得担任公司董事、高级管理人员的情形； （二）最近三十六个月内受到中国证监会行政处罚 ...

第四条 具有以下情形之一的法人或者其他组织，为公司的关联法人（或者 其他组织）： 大连达利凯普科技股份公司 第一章 总 则 第一条 为保证大连达利凯普科技股份公司（以下简称"公司"）与关联人 之间的关联交易符合公平、公正、公开的原则，确保公司的关联交易行为不损害 公司和非关联股东的合法权益，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》"）、《深圳 证券交易所创业板股票上市规则》（以下简称"《上市规则》"）、《企业会计 准则第 36 号——关联方披露》等有关法律、法规、规范性文件及《大连达利凯 普科技股份公司章程》（以下简称"《公司章程》"）的有关规定，制定本制度。 第二条 公司与关联人之间的关联交易行为除遵守有关法律、行政法规、部 门规章、规范性文件和《公司章程》的规定外，还需遵守本制度的相关规定。 第二章 关联人和关联关系 第三条 公司的关联人包括关联法人（或者其他组织）和关联自然人。 （一）直接或者间接地控制公司的法人（或者其他组织）； （二）由前项所述法人（或者其他组织）直接或间接控制的除公司及其控股 子公司以外的法人（或者其他组织）； （三） ...

General Information - Dalian Dalicap Technology Co., Ltd. was established as a joint-stock company in accordance with the Company Law of the People's Republic of China [1] - The company registered its capital at RMB 400.01 million [2] - The company is permanently established as a joint-stock limited company [2] - The company was registered with the China Securities Regulatory Commission on August 23, 2023, and plans to issue 60.01 million shares to the public [1][2] Business Objectives and Scope - The company's business objective emphasizes research and development, quality management, and providing high-quality products and services to maximize shareholder returns [3] - The business scope includes research, production, sales, and after-sales service of electronic products, general trade, and import/export of goods and technology [3] Share Issuance and Structure - The company's shares are issued in the form of stocks, with each share having a par value of RMB 1 [4] - The total number of shares issued by the company is 400.01 million, all of which are ordinary shares [4] - The company prohibits financial assistance for acquiring its shares, except for employee stock ownership plans [4][5] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, voting, supervision of company operations, and access to company documents [9][10] - Shareholders are obligated to comply with laws and regulations, pay for their subscribed shares, and not misuse their rights to harm the company or other shareholders [40][41] Governance and Management - The company is governed by a board of directors, and the general manager serves as the legal representative [2][3] - The company has established a Communist Party organization to conduct activities in accordance with the Party's regulations [3] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [51][52] - Shareholders holding more than 10% of shares can request a temporary meeting [56][57] Financial Assistance and Related Transactions - The company must seek board approval for financial assistance and related transactions exceeding certain thresholds [21][50] - Related party transactions must be disclosed and approved by the board and, in some cases, the shareholders [50][22]