天娱数字科技（大连）集团股份有限公司第七届董事会第三次会议决议公告

Group 1 - The company held its third meeting of the seventh board of directors on December 11, 2025, where all nine directors attended, confirming the meeting's legality and effectiveness [1][3] - The board approved the proposal to reappoint Beijing Dehao International Accounting Firm as the auditing institution for the year 2025, with the management authorized to determine the audit fees based on the workload and market prices [1][40] - The proposal to adjust the independent director's allowance from 120,000 yuan per year to 200,000 yuan per year was also approved, aimed at enhancing the governance level and motivating independent directors [5][8] Group 2 - The board approved the revision of the "Major Transaction Decision-Making System" to further standardize decision-making behavior and protect minority shareholders' rights [6][9] - The proposal to revise the "Related Party Transaction Management Measures" was approved to ensure the legality and fairness of related party transactions [10][12] - The board also approved the revision of the "Accountant Firm Selection System" to enhance the quality of financial information and protect shareholder interests [14][16] Group 3 - The board approved the revision of the "Independent Director Work System" to strengthen the role of independent directors in corporate governance [18][20] - The proposal to revise the "Independent Director Special Meeting Rules" was approved to promote the participation of independent directors in decision-making [22][23] - The board approved the establishment of the "General Manager Work Rules" to clarify the responsibilities and powers of senior management [24][26] Group 4 - The company scheduled the third extraordinary general meeting of shareholders for December 29, 2025, to review the proposals that require shareholder approval [27][29] - The meeting will be conducted through a combination of on-site voting and online voting, with specific time slots for each [46][47] - The registration date for shareholders to attend the meeting is set for December 22, 2025 [48]