Core Points - The document outlines the information disclosure management measures of Antong Holdings Co., Ltd. to ensure compliance with relevant laws and regulations, protecting investors' rights [1][2] - It emphasizes the importance of timely, truthful, and complete information disclosure by the company and its related parties [2][3] Group 1: Information Disclosure Obligations - Information disclosure obligations apply to the company, its directors, senior management, and significant shareholders [1][2] - Information that may significantly impact stock prices must be disclosed in a timely manner and through designated media [2][4] - The company must ensure that disclosed information is accurate, complete, and not misleading [2][3] Group 2: Disclosure Principles - Information must be disclosed simultaneously to all investors, without preferential treatment [2][3] - Insider information must not be disclosed before it is legally required, and those with access to such information must not engage in insider trading [2][3] - The company can voluntarily disclose information relevant to investors, provided it does not conflict with legally required disclosures [3][4] Group 3: Reporting Requirements - The company is required to prepare and disclose annual and semi-annual reports, including key financial data and significant shareholder information [5][11] - Financial reports must be audited by a qualified accounting firm and approved by the board of directors [5][6] - Any significant changes in the company's operations or financial status must be reported promptly [10][12] Group 4: Media and Communication - The designated media for information disclosure includes the Shanghai Securities Journal and the Shanghai Stock Exchange website [19][20] - The company must ensure that any information disclosed in other media does not precede disclosures in designated outlets [19][20] Group 5: Responsibilities and Compliance - The board of directors is responsible for overseeing information disclosure, with the board secretary managing the process [14][15] - All personnel involved in information disclosure must adhere to confidentiality obligations and comply with legal requirements [46][47] - Violations of disclosure regulations can lead to administrative, civil, or criminal liabilities for responsible parties [51][52]

安通控股股份有限公司 第一章 总 则 第一条 为进一步规范安通控股股份有限公司（以下简称"公司"）对外捐赠 及赞助行为，加强公司对捐赠及赞助事项的管理，更好地履行公司的社会责任， 全面、有效地提升和宣传公司品牌及企业形象，维护公司股东、债权人及员工利 益，根据《中华人民共和国公益事业捐赠法》 《中华人民共和国公司法》 《上海证 券交易所股票上市规则》等法律法规以及《安通控股股份有限公司章程》(以下 简称"《公司章程》"）相关规定，特制订本制度。 第二条 本制度适用于公司及其所属全资子公司、控股子公司。 第二章 对外捐赠及赞助的定义 第三条 本制度所称"对外捐赠"是指公司以公司名义在帮助社会抵抗自然 灾害、构建和谐生态环境、救助危困群体、增加社会福利等公益性社会活动中捐 赠公司财产的行为。"对外赞助"指公司发生的与生产经营活动不相关的各种非 广告性质支出，包括公益性赞助和商业性赞助。 第三章 对外捐赠及赞助的原则 第四条 公司经营者或者其他职工不得将公司拥有的财产以个人名义对外捐 赠及赞助，公司对外捐赠及赞助有权要求受赠人落实自己正当的捐赠和赞助意愿， 不能将捐赠和赞助财产挪作他用。 第五条 公司应在力所能及的 ...

General Principles - The purpose of the regulations is to standardize the related party transactions of Antong Holdings Co., Ltd., enhance the company's operational standards, and protect the legal rights of the company and all shareholders [1] - The regulations are based on relevant laws and guidelines including the Company Law of the People's Republic of China and the Shanghai Stock Exchange Listing Rules [1] Related Parties and Relationships - Related parties include both legal entities and natural persons that have a significant influence or control over the company [2] - Specific criteria for identifying related legal entities include direct or indirect control, significant shareholding, and other special relationships that may lead to biased interests [2][3] - Related natural persons include shareholders holding more than 5% of shares, directors, and senior management [2] Related Transactions - Related transactions are defined as resource or obligation transfers between the company and its related parties, including asset purchases, external investments, financial assistance, and guarantees [3][4] - Transactions exceeding certain thresholds require approval from independent directors and must be disclosed [4][5] Disclosure and Approval Procedures - Transactions with related parties that meet specified monetary thresholds must be disclosed and submitted for shareholder approval [5][6] - Independent directors must approve related transactions before they are presented to the board for review [21] Financial Assistance and Guarantees - The company is generally prohibited from providing financial assistance to related parties, with specific exceptions outlined [8] - Guarantees provided to related parties must also follow strict approval processes involving independent directors and shareholder meetings [8] Investment and Rights Waivers - The company must adhere to specific procedures when waiving rights related to subsidiaries or controlling entities, especially if it affects the consolidated financial statements [9][10] - Joint investments with related parties must comply with the relevant regulations regarding disclosure and approval [17] Daily Transactions - Daily related transactions must be disclosed in annual and semi-annual reports, and any significant changes to agreements must be submitted for approval [24] Pricing of Related Transactions - The pricing of related transactions should adhere to market principles, ensuring that prices do not deviate from those available to independent third parties [28][29] - Various pricing methods are outlined, including market price, cost-plus pricing, and negotiated prices [29] Final Provisions - The regulations will be implemented following approval by the company's shareholders and will be subject to interpretation and revision by the board of directors [14]

General Provisions - The implementation rules are established to improve the corporate governance structure of Antong Holdings Co., Ltd. and regulate the election of directors [1] - Cumulative voting system allows shareholders to allocate their voting rights among candidates, with each share having voting rights equal to the number of directors to be elected [1] Election and Voting of Directors - Cumulative voting must be used when electing two or more independent directors or when a single shareholder holds over 30% of the voting shares and is electing two or more directors [1][2] - Each director candidate must be proposed as a separate item, and the number and structure of elected directors must comply with the company's articles of association [2] - Shareholders holding over 1% of voting shares can propose additional director candidates at least 10 days before the shareholder meeting [2] Election of Directors - Independent and non-independent directors must be elected separately, ensuring that the voting rights for each category are not mixed [3] - The election process requires that the number of votes received by each candidate must be at least half of the total voting rights held by attending shareholders [4] - In case of a tie in votes among candidates, a re-election process will be initiated to determine the elected directors [4] Supplementary Provisions - The implementation rules will take effect after being approved by the company's shareholder meeting and will be interpreted and revised by the company's board of directors [5]

Core Points - The company aims to enhance investor relations management to improve governance and protect the rights of investors, especially minority shareholders [1][2] - The management of investor relations is based on compliance with relevant laws and regulations, ensuring equal treatment of all investors, and maintaining transparency and honesty [3][4] Group 1: Investor Relations Management Framework - The company establishes a structured investor relations management system to facilitate communication with investors and handle their inquiries and complaints [2][4] - Responsibilities include drafting management policies, organizing communication activities, and ensuring investors can exercise their rights [2][3] - The company must maintain confidentiality regarding undisclosed information to prevent insider trading [4] Group 2: Principles of Investor Relations Management - Compliance with laws and regulations is fundamental to the company's investor relations activities [3] - The company promotes equal opportunities for all investors, particularly small shareholders, to participate in activities [3] - Proactive engagement with investors is emphasized, encouraging feedback and timely responses to their concerns [3] Group 3: Communication Channels and Activities - The company utilizes multiple channels for investor communication, including its website, social media, and direct interactions such as meetings and roadshows [4][8] - Investor meetings, including performance briefings and Q&A sessions, are organized to enhance transparency and investor understanding [10][11] - The company ensures that all communications are accurate and do not mislead investors [4][7] Group 4: Responsibilities of Investor Relations Personnel - The company designates a board secretary as the head of investor relations, responsible for managing all related activities [4] - Staff involved in investor relations must possess strong ethical standards, professional knowledge, and effective communication skills [14] - Training is provided to ensure that all personnel understand the company's operations and investor relations protocols [4]

第三条 审计委员会应督促会计师事务所在约定时限内提交审计报告，并以 书面意见形式记录督促的方式、次数和结果以及相关负责人的签字确认。 第四条 审计委员会应在为公司提供年报审计的注册会计师（以下简称"年 审注册会计师"）进场前审阅公司编制的财务会计报表，形成书面意见。 第五条 年审注册会计师进场后，审计委员会应加强与年审注册会计师的沟 通，在年审注册会计师出具初步审计意见后再一次审阅公司财务会计报表，形 成书面意见。 第六条 审计委员会应对财务会计报告及定期报告中的财务信息、内部控制 评价报告进行表决，形成决议后提交董事会审核。 安通控股股份有限公司 为完善安通控股股份有限公司（以下简称"公司"）治理机制，加强公司 内部控制建设，充分发挥董事会审计委员会（以下简称"审计委员会"）对公 司年报编制和披露工作的监督作用，根据《上海证券交易所股票上市规则》 《上海证券交易所上市公司自律监管指南第 2 号——业务办理》等法律法规、 规范性文件和《安通控股股份有限公司章程》《董事会审计委员会工作细则》 的相关规定，制定本规程。 第一条 审计委员会应在公司年度报告的编制和披露过程中，认真履行责任 和义务，勤勉尽责。 第二条 ...

Group 1 - The company establishes rules to regulate the board of directors' decision-making processes and enhance operational efficiency [1][2] - The board consists of 9 directors, including 1 employee representative and 3 independent directors, with a chairman and potentially a vice-chairman [1][2] - The board has the authority to convene shareholder meetings, execute resolutions, and determine the company's operational plans and investment strategies [3][4] Group 2 - The board has established specialized committees, including a strategy committee, compensation and assessment committee, audit committee, and nomination committee, with independent directors holding a majority in certain committees [2][3] - The board must ensure strict review and decision-making processes for significant external investments and transactions, requiring expert evaluations for major projects [3][4] - Transactions meeting specific thresholds must be submitted for board and shareholder approval, including those involving asset sales, acquisitions, and related party transactions [4][5] Group 3 - Board meetings can be regular or temporary, with at least two regular meetings held annually [6][9] - Temporary meetings can be proposed by shareholders or directors holding a certain percentage of voting rights [6][7] - Meeting notifications must be sent in advance, detailing the agenda and other relevant information [15][16] Group 4 - The board meeting requires a quorum of over half of the directors, with specific rules for related party transactions [18][19] - Voting is conducted by a show of hands or written ballot, with each director holding one vote [31][32] - Meeting records must be maintained, including attendance, agenda, and voting results, and must be preserved for a minimum of 10 years [44][50]

安通控股股份有限公司 第一章 总则 第一条 为保护投资者的合法权益，规范安通控股股份有限公司（以下简称 "公司"或"本公司"）对外担保行为，有效防范公司对外担保风险，根据《中 华人民共和国公司法》《中华人民共和国民法典》《上海证券交易所股票上市规 则》《上市公司监管指引第 8 号——上市公司资金往来、对外担保的监管要求》 《上海证券交易所上市公司自律监管指引第 1 号——规范运作》等法律法规、规 范性文件及《安通控股股份有限公司章程》（以下简称"《公司章程》"）的规 定，结合公司实际情况，制定本制度。 第二条 本制度所称对外担保，是指公司为他人提供的担保，包括公司对控 股子公司的担保，具体类型包括但不限于抵押、质押以及保证等。 本制度所称"公司及其控股子公司的对外担保总额"，是指公司对控股子公 司担保在内的公司对外担保总额与公司控股子公司对外担保总额之和，具体类型 包括但不限于抵押、质押、保证等。 第三条 本制度适用于公司及控股子公司的对外担保决策行为。 第四条 公司对外担保实行统一管理，未依据本制度规定经董事会或股东会 批准，公司及控股子公司不得对外提供担保，任何人无权以公司或控股子公司名 义签署对外担保的 ...

安通控股股份有限公司 第一章 总则 第一条 为规范安通控股股份有限公司（以下简称"公司"）董事及高级管理 人员的产生，优化董事会组成，完善公司治理结构，根据《中华人民共和国公司 法》《中华人民共和国证券法》《上市公司治理准则》《上市公司独立董事管理办 法》 《上海证券交易所上市公司自律监管指引第 1 号——规范运作》等法律法规、 规范性文件和《安通控股股份有限公司章程》 （以下简称" 《公司章程》"）的相关 规定，制定本工作细则。 第二条 董事会提名委员会是董事会下设的专门工作机构，主要负责研究公 司董事、高级管理人员的选择标准和程序，并对公司董事、高级管理人员的人选 进行审查并提出建议。 第三条 提名委员会的人员组成、会议的召开程序、表决方式和会议通过的 决议等必须遵循有关法律、行政法规、部门规章、《公司章程》及本工作细则的 规定。 第二章 人员组成 第四条 提名委员会委员由 3 名董事组成，其中独立董事应当过半数。 第五条 提名委员会委员由董事长、二分之一以上独立董事或者全体董事的 三分之一以上提名，并由董事会选举产生。 第六条 提名委员会设主任委员（召集人）一名，由独立董事委员担任，负 责主持委员会工作 ...

General Overview - The company aims to improve its corporate governance structure and ensure the management team fulfills its responsibilities diligently and effectively [1] Management Structure - The company has established a management structure that includes one President, a Chief Operating Officer (COO), several Vice Presidents, and a Chief Financial Officer (CFO) [1] - The President is responsible for daily operations and management, implementing board resolutions, and reporting to the board [1][3] Qualifications and Appointment Procedures - The President and other senior management must possess extensive economic and management knowledge, practical experience, and strong management capabilities [2] - Specific disqualifications for senior management roles include criminal convictions related to corruption, bankruptcy responsibilities, and being listed as a dishonest executor by the court [2][3] Powers and Responsibilities - The President is accountable to the board and has the authority to manage the company's operations, implement annual plans, and propose management structures [4][5] - The President's office has the authority to approve transactions involving assets above certain thresholds, ensuring that significant decisions are made with board oversight when necessary [5][6] Reporting and Meetings - The President is required to report to the board at least once a year on various operational aspects, including long-term planning and significant contracts [8][9] - Regular meetings of the President's office are mandated to discuss important operational and management issues, with a minimum of one meeting per month [10][11] Accountability and Compliance - The company mandates an exit audit for the President upon termination or resignation, ensuring accountability for their tenure [30] - Any violations of laws or regulations by the President may lead to economic penalties or legal consequences [31]