Core Points - The document outlines the management system for subsidiaries of Yangzhou Huitong Technology Co., Ltd, emphasizing the need for standardized operations and protection of shareholder rights [1][2][3] Group 1: General Principles - The management system is established to enhance the standardized operation of subsidiaries and protect the legal rights of the company and its shareholders [1] - Subsidiaries include wholly-owned subsidiaries and those where the company holds more than 50% of shares or has significant influence [1] - The company and its subsidiaries maintain an equal legal relationship, with the company exercising shareholder rights over its subsidiaries [1][2] Group 2: Management Norms - The company exercises shareholder rights through shareholder meetings and is responsible for supervising major matters of subsidiaries [7] - Directors and senior management appointed to subsidiaries must adhere to the company's management system and report significant matters to the company [10][11] - Subsidiaries are required to report major business and financial matters that could significantly impact the company [10][11] Group 3: Financial Risk Management - Domestic subsidiaries must follow a unified accounting system, with financial management coordinated and supervised by the company's finance department [13] - Subsidiaries must submit annual reports and budget reports to the company within one month after the fiscal year-end [15] Group 4: Internal Audit Management - The company may conduct regular or irregular audits of subsidiaries, covering various aspects such as economic efficiency and major contracts [17] - Subsidiaries are required to prepare for audits and cooperate during the audit process [17] Group 5: Operational Management - The operational and development plans of subsidiaries must align with the overall strategic development plan of the company [19] Group 6: Information Disclosure and Archive Management - Subsidiaries must provide accurate and complete information to the company and establish a reporting system for significant matters [24][25] Group 7: Assessment Management - Subsidiaries must establish assessment and reward systems that align with the company's policies, subject to approval by the subsidiary's management [29][30]

Core Points - The internal reporting system for significant information at Yangzhou Huitong Technology Co., Ltd. aims to ensure the timely, accurate, and complete disclosure of major events that could impact stock trading and investor decisions [1][2][3] - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [1][2] - The internal reporting obligations apply to various stakeholders, including directors, senior management, and significant shareholders [1][2][3] Group 1: Internal Reporting Obligations - The internal reporting system mandates that relevant personnel report significant information to the chairman and board secretary promptly [1][2] - Internal information reporters must ensure that the information is accurate, complete, and free from misleading statements or omissions [1][2] - The system applies to all departments, subsidiaries, and companies where the company has significant influence [1][2][3] Group 2: Scope of Major Information - Major information includes significant meetings, transactions, and events that could affect the company's stock price or trading volume [2][3] - Specific transactions that require reporting include asset purchases or sales, external investments, financial assistance, and guarantees [2][3] - The reporting obligations are triggered when transactions meet certain thresholds, such as involving assets over 10% of the company's total assets [2][3] Group 3: Reporting Procedures - Internal information reporters must report significant information within two trading days of becoming aware of it [3][4] - The board secretary is responsible for managing the disclosure of significant information and ensuring compliance with regulations [3][4] - Reports must include detailed information about the nature of the event, its necessity, and its potential impact on the company [3][4] Group 4: Confidentiality and Accountability - Individuals with access to significant information are required to maintain confidentiality until the information is publicly disclosed [9] - The company will hold accountable those who fail to report significant information in a timely manner, with potential disciplinary actions [9] - The board of directors oversees the management of confidentiality regarding significant information [9]

Core Points - The document outlines the rules for the shareholders' meeting of Yangzhou Huitong Technology Co., Ltd, aiming to protect the rights of shareholders and ensure efficient decision-making [1][2][3] Chapter Summaries Chapter 1: General Principles - The rules are established to protect the legal rights of the company and its shareholders, clarifying the responsibilities and powers of the shareholders' meeting [1] Chapter 2: Nature and Powers of the Shareholders' Meeting - The shareholders' meeting is the highest authority of the company, with powers including electing directors, approving profit distribution plans, and making decisions on capital changes and major asset transactions [1][2] Chapter 3: Convening the Shareholders' Meeting - Annual meetings must be held within six months after the end of the fiscal year, while temporary meetings can be called under specific circumstances [1][2][3] Chapter 4: Notice of the Shareholders' Meeting - Notices for annual meetings must be sent 20 days in advance, while notices for temporary meetings must be sent 15 days in advance, detailing the agenda and voting procedures [1][2][3] Chapter 5: Proposals for the Shareholders' Meeting - Proposals must be within the scope of the shareholders' meeting's responsibilities and comply with legal and regulatory requirements [1][2][3] Chapter 6: Voting and Resolutions - Voting is conducted by registered shareholders or their proxies, with each share carrying one vote. Resolutions can be ordinary or special, requiring different majorities for approval [1][2][3] Chapter 7: Meeting Records - The meeting records must include details such as the time, location, attendees, and the results of each proposal, ensuring transparency and accountability [1][2][3] Chapter 8: Implementation of Resolutions - The board of directors is responsible for executing the resolutions passed at the shareholders' meeting, with specific timelines for implementation [1][2][3]

General Principles - The purpose of the fundraising management system is to strengthen and standardize the management of raised funds, improving their efficiency and effectiveness [4] - The raised funds refer to the money collected by the company through the issuance of stocks or other equity-like securities for specific purposes, excluding funds raised for equity incentive plans [4] Fundraising Account Management - The company must prudently select commercial banks and establish special accounts for raised funds, ensuring that these funds are not mixed with other funds or used for other purposes [5] - A tripartite supervision agreement must be signed with the sponsor or independent financial advisor and the commercial bank within one month of the funds being in place [6] Use of Raised Funds - The company is prohibited from using raised funds for pledging or other disguised changes in the purpose of the funds [8] - The company must ensure the authenticity and fairness of the use of raised funds, preventing misuse by controlling shareholders or related parties [9] Changes in Fund Usage - Any changes in the use of raised funds or the use of surplus funds must be approved by the shareholders' meeting if they meet certain thresholds [7] - The company must disclose the progress of projects funded by raised funds, including any reasons for delays or changes in plans [6][12] Fund Management and Supervision - The board of directors must continuously monitor the actual storage, management, and use of raised funds, issuing semi-annual and annual reports on the status of these funds [16] - If there are significant discrepancies between the actual investment progress and the planned investment, the company must explain the reasons [16] Special Audits and Reports - The company must hire an accounting firm to conduct a special audit of the actual investment projects and the use of raised funds during the annual audit [19] - The sponsor or independent financial advisor must conduct on-site inspections of the management and use of raised funds at least semi-annually [26]

General Overview - The document outlines the work system for the Secretary of the Board of Directors of Yangzhou Huitong Technology Co., Ltd, aiming to enhance the corporate governance structure and clarify the rights, obligations, and responsibilities of the board secretary [2]. Chapter 2: Qualifications and Appointment of the Board Secretary - The company shall have one board secretary who is responsible to the board and must possess the necessary qualifications and professional knowledge [2][5]. - The board secretary must not have any disqualifying conditions as outlined in the relevant laws and regulations [2][5]. - The appointment and dismissal of the board secretary are to be proposed by the chairman and approved by the board, with a term of three years [2][5]. Chapter 3: Responsibilities of the Board Secretary - The board secretary is responsible for coordinating the company's information disclosure, managing investor relations, and preparing board and shareholder meetings [4][15]. - The board secretary must ensure compliance with securities laws and regulations, and provide legal and policy advice to the board [4][15][16]. Chapter 4: Securities Affairs Department - The board secretary leads the Securities Affairs Department, which assists in fulfilling the responsibilities of the board secretary [5][20]. - In the absence of a board secretary, a designated director or senior manager will temporarily assume the responsibilities [5][14]. Chapter 5: Work Procedures of the Board Secretary - The board secretary has the right to attend relevant meetings and access necessary documents to perform their duties effectively [6][22]. - The board and senior management must support the board secretary in their work and provide timely responses to inquiries [6][22]. Chapter 6: Legal Responsibilities of the Board Secretary - The board secretary has a duty of loyalty and diligence to the company and must adhere to the company’s articles of association [7][26]. - Upon termination, the board secretary must undergo an exit review and ensure a complete handover of responsibilities [7][27]. Chapter 7: Supplementary Provisions - The document stipulates that the board secretary must maintain confidentiality and comply with relevant laws and regulations [8][26]. - The system will take effect upon approval by the board and will be subject to amendments as necessary [8][29].

Core Points - The article outlines the establishment and operational guidelines of the Strategic Committee of Yangzhou Huitong Technology Co., Ltd, aimed at ensuring the scientific nature of the company's strategic decisions and enhancing sustainable development capabilities [3][10]. Group 1: General Provisions - The Strategic Committee is set up by the Board of Directors to research and formulate the company's long-term development strategy [3]. - The committee's resolutions must comply with the company's articles of association and relevant laws [3]. - The committee consists of three members, including at least one independent director, with the chairman of the company serving as a permanent member [3][5]. Group 2: Responsibilities and Authority - The committee is responsible for researching and proposing suggestions on the company's long-term development plans, operational goals, and major investment decisions [12]. - It has the authority to track and check the implementation of its proposed strategies and other matters authorized by the Board of Directors [12][15]. Group 3: Meeting Procedures - Meetings should be notified to all members at least three days in advance, with the option for urgent notifications [6]. - A quorum of two-thirds of the members is required for meetings to be held [23]. - Decisions are made through a voting process, with each member having one vote [4][28]. Group 4: Documentation and Record Keeping - Meeting records must be kept for at least ten years and should accurately reflect the discussions and decisions made [9][40]. - The committee's resolutions become effective upon signing by the attending members [8][36].

扬州惠通科技股份有限公司 董事、高级管理人员任职内部管理制度 第一章 总则 (三) 及时了解公司业务经营管理状况； 第二章 董事、高级管理人员任职资格 第一条 为规范扬州惠通科技股份有限公司(以下简称"公司")董事、高级管 理人员的任职管理，确保董事、高级管理人员具备履行职责所需 的素质和能力，根据《中华人民共和国公司法》、《中华人民共 和国证券法》、《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》及相关法律法规、规范性文件的 规定，结合《扬州惠通科技股份有限公司章程》（以下简称"公 司章程"），特制定本制度。 第二条 本制度适用于公司所有董事、高级管理人员的提名、聘任、考核 及解聘等任职管理工作。 第三条 公司董事、高级管理人员的任职应当遵循公开、公平、公正的原 则，注重德才兼备，确保董事、高级管理人员能够忠实、勤勉地 履行职责，维护公司和股东的利益。 第四条 董事、高级管理人员应当具备下列基本条件： (一) 具有良好的职业道德和诚信记录，无违法犯罪记录； (二) 具有与担任职务相适应的专业知识和工作经验； (三) 熟悉并能遵守有关法律、行政法规、部门规章、规范性文件 及证券交易 ...

扬州惠通科技股份有限公司 对外提供财务资助管理制度 第一章 总则 第一条 为规范扬州惠通科技股份有限公司(以下简称"公司")对外提供财 务资助行为, 防范财务风险, 确保公司经营稳健, 根据《中华人民 共和国证券法》《中华人民共和国公司法》《上市公司信息披露管 理办法》 逾期财务资助款项收回前, 公司不得向同一对象追加提供财务资 助。 第五章 对外提供财务资助的职责与分工 (六) 保荐机构或者独立财务顾问意见, 主要对财务资助事项的 合法合规性、公允性及存在的风险等发表意见(如适用); (七) 公司累计提供财务资助金额及逾期未收回的金额; (八) 深圳证券交易所要求的其他内容。 第十四条 对于已披露的财务资助事项, 公司应当在出现以下情形之一时, 及时披露相关情况、已采取的补救措施及拟采取的措施, 并充分 说明董事会关于被资助对象偿债能力和该项财务资助收回风险的 判断: (一) 被资助对象在约定资助期限到期后未能及时还款的; (二) 被资助对象或者就财务资助事项提供担保的第三方出现财 务困难、资不抵债、现金流转困难、破产及其他严重影响 还款能力情形的; (三) 深圳证券交易所认定的其他情形。 《深圳证券交易所 ...

扬州惠通科技股份有限公司 董事会薪酬与考核委员会工作细则 第一章 总则 董事会对薪酬与考核委员会的建议未采纳或者未完全采纳的, 应当在董事 会决议中记载薪酬与考核委员会的意见及未采纳的具体理由, 并进行披露。 第十三条 薪酬与考核委员会提出的公司董事的薪酬计划, 须报经董事会同意后, 提交 股东会审议通过后方可实施; 公司高级管理人员的薪酬分配方案须报董事 第一条 为建立健全扬州惠通科技股份有限公司(以下简称"公司")董事及高级管理 人员(以下简称"经理人员")的考核和薪酬管理制度, 完善公司治理结构, 公 司董事会特决定下设董事会薪酬与考核委员会(以下简称"委员会")。 第二条 为规范、高效地开展工作, 公司董事会根据《中华人民共和国公司法》(以下 简称"《公司法》")等有关法律、法规及规范性文件、《扬州惠通科技股 份有限公司章程》(以下简称"公司章程")的有关规定, 制订本工作细则。 第三条 薪酬与考核委员会是董事会按照股东会决议设立的专门工作机构, 主要负 责制订公司董事及高级管理人员的考核标准并进行考核; 负责研究和审查 公司董事及高级管理人员的薪酬政策与方案, 对董事会负责。 本工作细则所称董事是指 ...

Core Viewpoint - The company establishes an internal review system for information release and responses on the Interactive Easy platform to enhance communication with investors and improve corporate governance [1][5]. Overall Requirements - The company emphasizes integrity and compliance with regulations when communicating with investors on the Interactive Easy platform, ensuring that all information is accurate, complete, and fair [1][2]. - The company must not disclose any undisclosed significant information and should guide investors to official announcements for such matters [2][3]. - The company is required to treat all investor inquiries equally and respond to all compliant questions in a timely manner [2][3]. Content Normative Requirements - The company must avoid releasing or responding to inquiries involving undisclosed significant information and should inform investors to refer to official disclosures [2][3]. - The company should not selectively release information or respond to inquiries, ensuring fairness in communication [2][3]. - The company must refrain from sharing information that violates public order or social interests, including confidential business information [2][3]. Internal Management - The company has established a review process for information release and responses, with the board secretary responsible for overseeing this process [5]. - All departments and subsidiaries must cooperate with the board secretary and securities affairs department to analyze and respond to investor inquiries [5]. - The company must not release information or respond to inquiries without prior review and approval [5]. Supplementary Provisions - The internal system will be executed in accordance with national laws, regulations, and the company's internal rules [6]. - The board of directors is responsible for the formulation, modification, and interpretation of this system [6]. - The system will take effect upon approval by the board of directors [6].