Core Viewpoint - The company establishes a dividend management system to ensure a scientific, sustainable, and stable profit distribution mechanism, protecting the legitimate rights and interests of minority investors [1]. Dividend Policy - The company will allocate profits after tax in the following order: 10% of the annual after-tax profit will be allocated to the statutory reserve fund, unless the accumulated statutory reserve fund exceeds 50% of the registered capital [2]. - After allocating to the statutory reserve fund, the company may also allocate discretionary reserve funds based on shareholder meeting resolutions [2]. - Remaining after-tax profits will be distributed according to the proportion of shares held by shareholders, unless otherwise specified in the company’s articles of association [2]. - The company aims for a continuous and stable profit distribution policy, prioritizing cash dividends while considering the company's operational needs [3]. Cash Dividend Conditions - Cash dividends will be distributed only if the company has positive profits and sufficient cash flow, ensuring that it does not affect future operations [3]. - The company plans to distribute cash dividends at least once a year, with a minimum of 10% of the distributable profit for that year, and a cumulative cash distribution over three years not less than 30% of the average annual distributable profit [3][4]. Shareholder Return Planning - The company will develop a three-year shareholder return plan, detailing specific arrangements for dividends and cash distribution intervals [5]. - The return plan will consider the company's long-term sustainable development and various factors such as current and future profitability, cash flow, and investment needs [5]. Decision and Supervision Mechanism - The board of directors will draft a profit distribution proposal, which will then be submitted to the shareholders' meeting for approval [7]. - The audit committee will supervise the execution of the cash dividend policy and ensure compliance with decision-making procedures and information disclosure [8]. - If the company has profits but does not propose cash dividends, the board must explain the reasons and the intended use of retained funds [7][10].

General Provisions - The company aims to protect the legal rights of shareholders, employees, and creditors while regulating its organization and behavior according to relevant laws [1][2] - The company was established as a joint-stock company and registered in Jiangmen City, with a unified social credit code [1][2] - The company was approved by the China Securities Regulatory Commission for its initial public offering of 79.5 million shares in July 2011 [1][2] Company Structure and Capital - The registered capital of the company is RMB 7,008,177,819 [2][5] - The company is a permanent joint-stock company, and its legal representative is the director or general manager [2][3] - Shareholders are liable for the company's debts only to the extent of their subscribed shares, while the company is liable for its debts with all its assets [2][3] Business Objectives and Scope - The company's business objective is to leverage its advantages to expand production capacity and enhance its technical and management levels for greater shareholder returns [3][4] - The business scope includes manufacturing and selling magnetic materials, alloy powder products, micro motors, and related technology exports [3][4] Share Issuance and Management - The company's shares are issued in the form of stocks, adhering to principles of openness, fairness, and justice [5][6] - The total number of shares currently issued by the company is 7,008,177,819, all of which are ordinary shares [5][6] Shareholder Rights and Responsibilities - Shareholders have rights to dividends, attend meetings, supervise management, and transfer their shares [12][13] - Shareholders must comply with laws and the company's articles of association, and they cannot abuse their rights to harm the company or other shareholders [17][19] Shareholder Meetings - The company holds annual and temporary shareholder meetings, with specific procedures for calling and conducting these meetings [49][50] - Shareholder proposals must be within the scope of the meeting's authority and must be clearly defined [59][60] Legal Compliance and Governance - The company must comply with legal requirements for information disclosure and governance, ensuring that all actions are in line with laws and regulations [14][19] - The board of directors is responsible for ensuring compliance and may face legal consequences for failing to act in the company's best interests [16][18]

广东领益智造股份有限公司 信息披露管理办法 广东领益智造股份有限公司 （2025 年 6 月） 第一章 总则 第一条 为规范广东领益智造股份有限公司（以下简称"公司"）的信息披露行为，加强 信息披露事务管理，促进公司规范运作，保护公司、股东、债权人及其他利益相关人的合法 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》"）、《深圳证券交易所股票上市规则》（以下简称"《股票上市 规则》"）、《深圳证券交易所上市公司自律监管指引第 1 号——主板上市公司规范运作》 （以下简称"《规范运作指引》"）、《上市公司信息披露管理办法》（以下简称"《信息披露 管理办法》"）《深圳证券交易所上市公司自律监管指引第 5 号——信息披露事务管理》（以 下简称"《信息披露事务管理》"）等法律、行政法规、部门规章及规范性文件和《公司章程》 的有关规定和要求，结合公司实际情况，特制定本办法。 第二条 本办法所称信息披露是指公司或相关信息披露义务人按法律、行政法规、部门 规章、规范性文件、深圳证券交易所（以下简称"深交所"）其他有关规定在中国证券监督管 理委员会（以下简称"中 ...

广东领益智造股份有限公司 内幕信息知情人登记管理制度 广东领益智造股份有限公司 （2025 年 6 月） 第一章 总 则 第一条 为规范广东领益智造股份有限公司（下称"公司")的内幕信息管理，完善内外部 信息知情人管理事务，加强内幕信息保密工作，避免内幕交易，维护信息披露的公平原则， 保护广大投资者的合法权益，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 5 号——信息披露事务管理》《深圳证券交易所股票 上市规则》《深圳证券交易所上市公司自律监管指引第 1 号——主板上市公司规范运作》 《上市公司监管指引第 5 号——上市公司内幕信息知情人登记管理制度》等有关法律、法 规、规范性文件和公司章程的有关规定，制定本制度。 第二条 公司董事会是内幕信息的管理机构，应保证内幕信息知情人档案真实、准确和 完整。 第三条 公司董事长为内幕信息管理工作的第一责任人，董事会秘书为内幕信息管理具 体工作负责人，当董事会秘书不能履行职责时，由证券事务代表代行董事会秘书的职责。证 券部具体负责公司内幕信息的日常管理工作。公司董事会应对内幕信息知情人登记管理制度 实施情况进行监督。 第 ...

广东领益智造股份有限公司 内部审计制度 广东领益智造股份有限公司 （2025 年 6 月） 第一章 总则 第一条 为规范广东领益智造股份有限公司（以下简称"公司"）内部审计工作，提高内 部审计工作质量，保护投资者合法权益，不断提高企业运营的效率及效果，依据《中华人民 共和国公司法》《中华人民共和国审计法》《审计署关于内部审计工作的规定》《深圳证券 交易所股票上市规则》《上市公司独立董事管理办法》《深圳证券交易所上市公司自律监管 指引第1号——主板上市公司规范运作》等法律、行政法规、部门规章及规范性文件以及《广 东领益智造股份有限公司公司章程》（以下简称"《公司章程》"）的有关规定和要求，结合 公司实际，制定本制度。 第二条 本制度所称被审计对象，特指公司和公司各部门、全资或控股子公司及其直属 分支机构（含控股子公司），及上述机构相关责任人员。 第三条 本制度所称内部审计，是指由公司内部机构或人员，对内部控制和风险管理的 有效性、财务信息的真实性和完整性以及经营活动的效率和效果等开展的一种评价活动。 第四条 本制度所称内部控制，是指由公司董事会、审计委员会、高级管理人员及其他 有关人员为实现下列目标而提供合理保 ...

General Principles - The management system for the shares held by the directors and senior management of Guangdong Lingyi Intelligent Manufacturing Co., Ltd. aims to strengthen the management of shareholding and changes, clarifying management procedures based on relevant laws and regulations [1][2] - This system applies to directors, senior management, and other specified individuals or organizations holding and trading the company's stocks and derivatives [1][2] Shareholding and Trading Regulations - Directors and senior management must strictly manage their personal stock accounts and are prohibited from transferring or lending their accounts to others for trading the company's stocks [2][3] - They are also prohibited from engaging in margin trading with the company's stocks as the underlying securities [2][3] Reporting and Disclosure Requirements - The company secretary is responsible for managing the identity and shareholding data of directors and senior management, ensuring timely and accurate reporting of share trading activities [3][4] - Directors and senior management must report any changes in their shareholding within two trading days and disclose this information through the company's announcements [10][11] Trading Limitations - Directors and senior management are restricted from trading the company's stocks during specific periods, such as before the announcement of annual and quarterly reports [8][9] - They are also prohibited from transferring shares within one year of the company's stock listing and for six months after leaving their positions [9][10] Share Transfer Conditions - The company may impose additional conditions on the transfer of shares held by directors and senior management, such as performance assessments and lock-up periods [10][11] - Any shares that are subject to lock-up will retain their rights, such as dividend rights and voting rights, during the lock-up period [10][11] Violations and Penalties - If directors and senior management engage in illegal trading activities, the company board is required to recover any profits made from such transactions and disclose the details of the violations [12][13] - The company must also disclose any instances of non-compliance with trading regulations in its periodic reports [12][13]

General Provisions - The document outlines the work guidelines for the Secretary of the Board of Guangdong Lingyi Intelligent Manufacturing Co., Ltd, ensuring the Secretary's responsibilities align with relevant laws and regulations [1][2] - The Secretary serves as the designated liaison between the company and the Shenzhen Stock Exchange, as well as regulatory bodies, and is accountable to the company and the Board [1][2] Qualifications for the Secretary - The Secretary must possess necessary financial, management, and legal knowledge, along with good professional ethics and personal integrity, and must hold a qualification certificate issued by the Shenzhen Stock Exchange [2] Responsibilities of the Secretary - The Secretary is responsible for coordinating the company's information disclosure, managing investor relations, organizing board and shareholder meetings, and ensuring compliance with disclosure regulations [3][4] - The Secretary must maintain confidentiality regarding undisclosed significant information and report any leaks to the Shenzhen Stock Exchange promptly [3][4] - The Secretary is tasked with training board members and senior management on securities laws and regulations, ensuring adherence to legal obligations [4] Appointment and Dismissal Procedures - The company must appoint a new Secretary within three months of the previous Secretary's departure and must also appoint a Securities Affairs Representative to assist [5][6] - The company is required to publicly announce the appointment of the Secretary and the Securities Affairs Representative, providing necessary documentation [5] - The Secretary can be dismissed for valid reasons, and the company must report the reasons for dismissal to the Shenzhen Stock Exchange [5][6] Additional Provisions - In the event of a vacancy, the Board must designate a director or senior manager to perform the Secretary's duties temporarily [6] - The Secretary must participate in ongoing training organized by the Shenzhen Stock Exchange during their tenure [6] - The guidelines will be effective upon approval by the Board and will be interpreted by the Board [7]

Core Points - The company aims to enhance communication with investors and protect their rights, especially those of small and medium investors, by establishing a robust investor relations management system [2][3] - The investor relations management work is guided by principles of compliance, equality, proactivity, and integrity to foster a healthy market environment [4][6] - The company is committed to transparent information disclosure and improving corporate governance to maximize overall benefits for the company and its shareholders [4][5] Purpose and Principles - The purpose of investor relations management is to promote a positive relationship between the company and its investors, enhancing their understanding of the company [3] - The basic principles include compliance with laws, equal treatment of all investors, proactive engagement, and maintaining honesty and integrity in communications [6] Communication and Content - The main communication content includes the company's development strategy, legal disclosures, operational and financial information, and significant corporate events [5][6] - Various communication methods are employed, such as shareholder meetings, company websites, media interactions, and direct consultations [9][12] Management Structure - The board of directors is responsible for establishing the investor relations management system, while the board secretary oversees its implementation [11] - The investor relations department is tasked with organizing communication activities, handling investor inquiries, and maintaining relevant channels [12][13] Implementation and Training - The company is required to conduct systematic training for its personnel involved in investor relations to enhance their communication skills and understanding of relevant regulations [11][12] - A comprehensive record-keeping system for investor relations activities is established to ensure transparency and accountability [38]

Core Viewpoint - The document outlines the decision-making system for related party transactions of Guangdong Lingyi Intelligent Manufacturing Co., Ltd, aiming to regulate such transactions, protect the rights of shareholders, especially minority investors, and ensure fairness and transparency in dealings with related parties [1][2]. Group 1: General Principles - The system is established to standardize related party transactions and enhance internal control [1]. - Related parties include both legal entities and natural persons, with specific criteria for identification [2][5]. - The company must ensure that transactions with related parties adhere to principles of honesty, fairness, and transparency [8][9]. Group 2: Related Party Transactions - Related party transactions encompass various activities, including asset purchases, financial assistance, and joint investments [5][8]. - Transactions exceeding certain monetary thresholds require board approval and must be disclosed [13][14][15]. - The company must avoid conflicts of interest by ensuring that related directors and shareholders abstain from voting on relevant matters [6][7]. Group 3: Decision-Making Procedures - Independent directors must review related party transactions, and a majority approval is required for such transactions [10][11]. - If related directors are present, they must recuse themselves from voting, ensuring that decisions are made by non-related directors [11][12]. - The company must disclose transaction details, including pricing policies and the rationale behind them, to maintain transparency [18][19]. Group 4: Disclosure Requirements - The company is obligated to disclose related party transactions in its annual and semi-annual reports, summarizing the execution of these transactions [13][14]. - Specific documentation, including agreements and board resolutions, must be submitted to the Shenzhen Stock Exchange for review [11][12]. - The company must provide detailed information about the nature of the relationships involved in the transactions [12][18]. Group 5: Financial Assistance and Guarantees - The company is prohibited from providing financial assistance to related parties, with exceptions for certain joint ventures [20][21]. - Guarantees provided to related parties require approval from a majority of non-related directors and must be disclosed to shareholders [21][22]. - The company must ensure that any guarantees provided are backed by appropriate collateral from the related parties [21]. Group 6: Miscellaneous Provisions - The document stipulates that any amendments to the system must comply with existing laws and regulations [30][31]. - The system will take effect upon approval by the board of directors and will be subject to periodic review [32][18].

领益智造（002600）公告，公司2025年员工持股计划持股规模不超过2640万股，约占公司股本总额的 0.38%。本员工持股计划的股票来源为公司回购专用证券账户回购的领益智造A股普通股股票。参与本 次员工持股计划的总人数为不超过100人，受让公司回购股票的价格为4.49元/股。 ...