Core Viewpoint - The company has established a Strategic Committee under the Board of Directors to enhance its core competitiveness and improve the quality and effectiveness of major investment decisions [1][2]. Group 1: Establishment and Composition - The Strategic Committee is a specialized working body of the Board, responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [2]. - The committee consists of three directors, including a chairperson elected from among the members, and is nominated by the Chairman or a majority of independent directors [3][4]. - The term of the committee members aligns with their term as directors, and they can be re-elected [3]. Group 2: Responsibilities and Authority - The main responsibilities of the Strategic Committee include researching and proposing suggestions on long-term strategic planning, major investment financing plans, significant capital operations, and other major matters affecting the company [4][5]. - The committee is accountable to the Board of Directors, and its proposals must be submitted for the Board's review and decision [3]. Group 3: Meeting Procedures - Meetings of the Strategic Committee must be notified three days in advance, although exceptions can be made in urgent situations [3]. - A quorum of two-thirds of the committee members is required for meetings, and decisions must be approved by a majority of the members present [4][5]. - The committee may invite other directors and senior management to attend meetings if necessary [4]. Group 4: Documentation and Confidentiality - Meeting records must be kept for at least ten years, and members are required to sign the records [5]. - Proposals and voting results from the committee meetings must be documented in writing and submitted to the Board of Directors [5].

Core Points - The article outlines the internal confidentiality system for major information at Dalian Dali Kape Technology Co., Ltd, ensuring fair information disclosure and protecting the rights of shareholders and stakeholders [2][3] - The Board of Directors is designated as the management body for major information confidentiality, with the Chairman as the primary responsible person [2][3] - Major information is defined as undisclosed information that could significantly impact the company's production, operations, or financial status, as well as its stock trading prices [3][4] Group 1 - The internal confidentiality system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law [2][3] - The Board Secretary and the Board Office are responsible for managing communications with regulatory bodies, media, and shareholders [2][3] - All departments and personnel are prohibited from disclosing major information without approval from the Board [2][3] Group 2 - Major information includes insider information as defined by the Securities Law, significant events, and details related to regular reports and performance forecasts [3][4] - Internal personnel are defined as individuals who can access major information due to their positions or shareholdings [4][5] - Confidentiality obligations apply to all internal personnel, who must not disclose major information or engage in insider trading [5][6] Group 3 - The company must ensure timely disclosure of major information in accordance with regulatory timelines, and no information should be disclosed to the public before official announcements [6][7] - In cases of potential leaks or abnormal stock price fluctuations, the company is required to disclose the information immediately [6][7] - Non-internal personnel are also expected to refrain from inquiring about major information and are subject to confidentiality obligations once they become aware of such information [7][8] Group 4 - The company must maintain strict control over documents containing major information and ensure that all personnel involved in confidential work adhere to confidentiality agreements [8][9] - Any informal announcements must be reviewed and approved by the Board Office to prevent unauthorized disclosures [9][10] - Violations of confidentiality regulations may result in disciplinary actions, including termination and liability for damages [10]

Core Viewpoint - The company establishes a comprehensive system to regulate financial transactions with related parties, aiming to prevent the misuse of company funds and protect the interests of shareholders and stakeholders [1][2]. Group 1: General Principles - The system is designed to prevent related parties from occupying company funds and to establish a long-term mechanism for safeguarding the company's interests [1]. - The definition of related parties aligns with the regulations set forth in the listing rules [3]. - The system categorizes fund occupation into operational and non-operational types, with operational occupation arising from business transactions and non-operational occupation involving payments for wages, benefits, and other expenses on behalf of related parties [4][2]. Group 2: Regulations on Financial Transactions - The company must minimize related transactions and restrict the occupation of funds by related parties during operational dealings [5]. - The board secretary is responsible for maintaining a detailed list of related parties, which must be updated promptly upon any changes [7]. - The company is prohibited from providing funds to related parties through various means, including covering expenses or debts, lending money, or issuing commercial bills without a genuine transaction background [10][11]. Group 3: Payment Procedures - The board and senior management are responsible for ensuring the safety of company funds and must adhere to legal and regulatory requirements when engaging in transactions with related parties [17]. - Payments to related parties must be approved by the appropriate decision-making body and documented through formal agreements [19][20]. - The finance department must verify that payment requests comply with the company's regulations and obtain necessary approvals before processing payments [21][22]. Group 4: Accountability and Disciplinary Actions - Directors and senior management are obligated to protect company funds from being misappropriated by related parties, with potential disciplinary actions for those who facilitate such actions [24]. - The company can impose administrative and economic penalties on responsible individuals for non-operational fund occupation that negatively impacts the company [25]. Group 5: Miscellaneous Provisions - The management system will defer to relevant laws and regulations in case of any discrepancies with the company's internal rules [26]. - The board of directors is responsible for interpreting and amending the management system [28]. - The system will take effect upon approval by the board of directors [29].

大连达利凯普科技股份公司 第一章 总 则 第一条 为进一步完善大连达利凯普科技股份公司（以下简称"公司"）治 理结构，规范公司总经理的经营管理行为，依照《中华人民共和国公司法》（以 下简称"《公司法》"）等相关法律、法规，以及《大连达利凯普科技股份公司 章程》（以下简称"《公司章程》"）的规定制定本细则。 第二条 公司依法设置总经理。总经理主持公司日常业务经营和管理工作， 组织实施董事会决议，对董事会负责，向董事会报告工作。 第三条 本细则适用于公司总经理。 第二章 任职资格 （一）具有良好的个人品质和职业道德，能够维护国家、企业、投资者和职 工的利益； （二）具有良好的教育及专业背景，具有较丰富的经济理论知识、管理知识 及实践经验，能够胜任公司的日常经营管理； （三）具有调动员工积极性的领导能力，包括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； （四）具有一定年限的企业管理或经济工作经历，精通公司所属行业，熟悉 经营业务和掌握国家有关政策、法律、法规； （五）能够知人善任，诚信勤勉，廉洁奉公，具有民主作风、实干精神和开 拓意识。 第五条 有下列情形之一者，不得担任公司总经理： （一）无民事行为能 ...

Core Viewpoint - The article outlines the external guarantee management system of Dalian Dali Kape Technology Co., Ltd., emphasizing the need for strict control over debt risks associated with external guarantees to promote healthy and stable company development [1][2]. Chapter Summaries Chapter 1: General Provisions - The system is established to regulate the company's external guarantee behavior and control asset operation risks [1]. - External guarantees refer to guarantees provided by the company for others, including subsidiaries [1]. - All directors and senior management must prudently manage and strictly control the debt risks arising from external guarantees [1]. Chapter 2: Approval Authority - Any external guarantee must be approved by more than two-thirds of the attending directors at a board meeting [2]. - Certain guarantees require shareholder meeting approval, including those exceeding 10% of the latest audited net assets or 50% of total assets [2]. - Guarantees for shareholders or related parties must exclude the participation of the concerned shareholder in the voting process [2]. Chapter 3: Objects and Procedures - The guaranteed party must have normal operations and financial conditions without significant risks [3]. - The company’s financial department is responsible for conducting a thorough credit assessment of the guaranteed party [3][4]. Chapter 4: Counter-Guarantee - The company must require a counter-guarantee from the guaranteed party, which must be recognized by the board [5][6]. - The counter-guarantee must correspond to the amount of the guarantee provided [5]. Chapter 5: Risk Management - The company must monitor the financial and operational status of the guaranteed party during the guarantee period [6]. - If the guaranteed party fails to perform, the company should initiate counter-guarantee recovery procedures immediately [6][7]. Chapter 6: Supplementary Provisions - The provisions of this system must align with national laws and the company’s articles of association [8]. - The system is effective upon approval by the shareholder meeting and is interpreted by the board of directors [8].

Core Points - The article outlines the governance structure of Dalian Dali Kape Technology Co., Ltd, emphasizing the role of independent directors in protecting the rights of minority shareholders and ensuring compliance with relevant laws and regulations [1][2][6] - Independent directors are defined as those who do not hold any other positions within the company and have no significant relationships with major shareholders or the actual controller, ensuring their objectivity [1][2] - The independent directors have a duty of loyalty and diligence towards the company and all shareholders, and they are responsible for decision-making, supervision, and providing professional advice [2][3] Chapter Summaries Chapter 1: General Principles - The purpose of the system is to enhance the governance structure of the company and protect the rights of minority shareholders [1] - Independent directors are defined and their role is clarified, including the concept of independent director meetings [1] Chapter 2: Meeting Rules - Independent director meetings can be held regularly or irregularly, with a notification period of three days unless all independent directors agree otherwise [4] - Meetings can be conducted in person or via communication methods, and a quorum requires attendance from two-thirds of independent directors [4][5] - Voting in these meetings is conducted on a one-person-one-vote basis, with various permissible voting methods [4] Chapter 3: Responsibilities and Authority - Certain matters require approval from independent director meetings before being submitted to the board, including related party transactions and changes to commitments [10] - Independent directors have special powers that require prior approval from their meetings, such as hiring external consultants and proposing shareholder meetings [11] - Independent directors must provide clear and distinct opinions during meetings, including reasons for any dissent [13] Chapter 4: Miscellaneous - The company is responsible for providing necessary support for independent director meetings, including access to operational information and communication with stakeholders [5] - Independent directors have confidentiality obligations regarding the matters discussed in meetings until they are publicly disclosed [16] - The system will be effective upon approval by the company's board of directors [21]

Core Viewpoint - The company has established a set of regulations to standardize its financial assistance practices, aiming to mitigate financial risks and ensure stable operations, in compliance with relevant laws and regulations [1][2]. Group 1: Financial Assistance Definition and Scope - Financial assistance refers to the provision of funds or loans by the company and its subsidiaries, either for a fee or free of charge, with certain exceptions outlined [1]. - Exemptions include assistance to subsidiaries where the company holds more than 50% ownership and other specific circumstances recognized by regulatory authorities [1]. Group 2: Approval Authority and Procedures - Financial assistance must be approved by at least two-thirds of the attending board members and disclosed promptly [2]. - Certain conditions, such as high asset-liability ratios or significant amounts of assistance, require shareholder meeting approval after board consent [2]. Group 3: Restrictions on Assistance - The company is prohibited from providing financial assistance to related parties as defined by the rules, with specific exceptions for certain affiliated companies [2][3]. - Assistance to subsidiaries with less than 50% ownership requires proportional support from other shareholders unless justified otherwise [3]. Group 4: Disclosure Requirements - The company must disclose details of financial assistance, including the nature of the assistance, the recipient's financial status, and risk mitigation measures [4][5]. - Information on the board's assessment of the recipient's ability to repay and any third-party guarantees must also be included [4]. Group 5: Monitoring and Compliance - The finance department is responsible for assessing the recipient's financial health and monitoring compliance with the assistance terms [6]. - Internal audit will oversee the compliance of financial assistance activities, and violations may lead to legal consequences for responsible personnel [6]. Group 6: Implementation and Amendments - The regulations will take effect upon approval by the shareholders and can be amended by the board [1][6].

大连达利凯普科技股份公司 委托理财管理制度 第一章 总 则 第一条 为规范大连达利凯普科技股份公司（以下简称"公司"）委托理财 行为，保证公司资产安全，有效控制投资风险，提高投资收益，维护公司及股东 合法权益，依据《中国人民共和国证券法》（以下简称"《证券法》"）、《深 圳证券交易所创业板股票上市规则》《深圳证券交易所上市公司自律监管指引第 7 号——交易与关联交易》及《大连达利凯普科技股份公司章程》（以下简称"《公 司章程》"）等相关规定，结合公司的实际情况，制定本制度。 第二条 本制度所称委托理财，是指公司委托银行、信托、证券、基金、期 货、保险资产管理机构、金融资产投资公司、私募基金管理人等专业理财机构对 公司财产进行投资和管理或者购买相关理财产品的行为。 以资金管理、投资理财等投融资活动为主营业务的控股子公司，其业务行为 不适用制度规定。 第三条 本制度适用于公司及控股子公司。 第二章 基本原则 第四条 为保证公司资金安全，公司从事委托理财应遵循以下原则： （一）公司委托理财业务应坚持"规范运作、防范风险、谨慎投资、保值增 值"的原则，以不影响公司正常经营和主营业务的发展为先决条件； （二）理财产品须 ...

大连达利凯普科技股份公司 控股股东和实际控制人行为规范 第一章 总 则 第一条 为进一步完善大连达利凯普科技股份公司（以下简称 "公司"） 的法人治理结构，规范控股股东和实际控制人的行为，切实保护投资者合法权 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"《股票上市规则》"）、《上市公司收购管理办法》 等法律、行政法规及规范性文件的有关规定，并结合《大连达利凯普科技股份 公司章程》（以下简称"《公司章程》"）的要求，特制定本规范。 第二条 本规范所称控股股东是指其持有的股份占股份有限公司股本总额 超过 50%的股东；或者持有股份的比例虽然未超过 50%，但依其持有的股份所享 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 本规范所称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 控股股东、实际控制人的其他关联人与公司相关的行为，参照本 规范相关规定。 第二章 一般原则 第五条 控股股东、实际控制人对公司和中小股东承担忠实勤勉 ...

大连达利凯普科技股份公司 信息披露暂缓、豁免制度 第一章 总 则 第一条 为规范大连达利凯普科技股份公司（以下简称"公司"）信息披露 暂缓与豁免行为，督促公司及相关信息披露义务人（以下简称"信息披露义务人"） 依法合规地履行信息披露义务，保护投资者的合法权益，根据《中华人民共和国 保守国家秘密法》《中华人民共和国证券法》（以下简称"《证券法》"）等法 律、行政法规、部门规章、规范性文件、公司股票上市地证券监管规则和《大连 达利凯普科技股份公司章程》（以下简称"《公司章程》"）、《信息披露事务 管理制度》等内部制度的有关规定，结合公司实际情况，制定本制度。 第二条 信息披露义务人按照相关法律、行政法规、部门规章、规范性文件、 公司股票上市地证券监管规则的规定，办理信息披露暂缓、豁免业务的，适用本 制度。 第三条 公司应当披露的信息存在相关法律、行政法规、部门规章、规范性 文件、公司股票上市地证券监管规则中规定的暂缓、豁免情形的，由信息披露义 务人自行审慎判断，并接受公司股票上市地证券交易所对相关信息披露暂缓、豁 免事项实行的事后监管。 第二章 暂缓、豁免披露信息的范围 第四条 公司和其他信息披露义务人有确实充分 ...