深圳天源迪科信息技术股份有限公司 分红管理制度 第一章 总则 第一条 为进一步规范深圳天源迪科信息技术股份有限公司（以下简称"公 司"）分红行为，推动公司建立科学、持续、稳定的分红机制，保护中小投资者 合法权益，根据中国证监会深圳监管局《关于进一步落实上市公司分红相关规定 的通知》（深证局公司字【2012】43 号）《上市公司监管指引第 3 号——上市公 司现金分红（2025 年修订）》《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》等有关规定以及《公司章程》的有关规定，结合公 司实际情况，制定本制度。 第二章 公司现金分红政策 第二条 公司利润分配政策为：重视对股东的合理投资回报，分配和积累并 重的原则。公司董事会制订利润分配政策时，应当优先考虑现金分红，利润分配 政策应保持连续性和稳定性，并坚持按法定顺序分配的原则；存在未弥补亏损则 不得分配的原则，同股同权、同股同利的原则和公司持有的本公司股份不得分配 利润的原则。公司利润分配政策主要包括： （三）公司董事会综合考虑公司所处行业特点、发展阶段、自身经营模式、 盈利水平以及是否有重大资金支出安排等因素，区分下列情形，并按照公司章 ...

Core Viewpoint - The company aims to establish a scientific, sustainable, and stable dividend mechanism to protect the legitimate rights and interests of small and medium-sized investors, in accordance with regulatory guidelines and its own articles of association [1][2]. Profit Distribution and Cash Dividend Policy - The company prioritizes cash dividends as a method of profit distribution, ensuring continuity and stability in its profit distribution policy while considering long-term interests and overall shareholder benefits [1][2]. - The company can distribute dividends in cash, stock, or a combination of both, with a minimum cash distribution of 10% of the distributable profit if no major investment plans or cash expenditures are anticipated [2][4]. - The cash dividend ratio varies based on the company's development stage and planned expenditures, with a minimum of 80% for mature companies without major expenditures, 40% for mature companies with major expenditures, and 20% for growing companies with major expenditures [2][3]. Dividend Decision and Supervision Mechanism - The company must review its future dividend distribution plan at least every three years, with the board of directors responsible for proposing and submitting the plan for shareholder approval [3][6]. - The board must consider the opinions of small and medium-sized shareholders and ensure transparent communication during the decision-making process regarding profit distribution [6][7]. - The audit committee supervises the execution of the profit distribution policy and provides special comments on any year where profits are made but no distribution proposal is presented [8]. Future Dividend Planning - The board is tasked with developing a three-year dividend plan that outlines specific arrangements and forms of cash dividends, taking into account industry conditions, profitability, and external financing environments [5][6]. - The company is required to disclose the implementation status of its cash dividend policy in its annual report, including any adjustments made to the policy [8].

Core Viewpoint - The company establishes a structured and sustainable profit distribution policy to ensure fair returns for shareholders, particularly small and medium investors, while considering its operational needs and financial health [1][2][3]. Company Dividend Policy - The company will implement a differentiated cash dividend policy based on its development stage and significant capital expenditure plans, with minimum cash dividend ratios set at 80%, 40%, and 20% for different scenarios [1][2]. - The company emphasizes a continuous and stable profit distribution policy, prioritizing cash dividends over stock dividends when conditions allow [2][3]. - The board of directors must provide a detailed explanation for any failure to propose a cash dividend plan during profitable periods [4][10]. Profit Distribution Mechanism - The company must allocate 10% of its after-tax profits to statutory reserves, with specific conditions for when this requirement can be waived [5]. - Cash dividends will be distributed in RMB, with the distribution ratio expressed per 10 shares [6]. - The company must complete the distribution of dividends within two months after the shareholders' meeting decision [7]. Shareholder Return Planning - The company is required to develop a three-year shareholder return plan, detailing specific arrangements for cash dividends and intervals [8][11]. - The board must ensure that the decision-making process for profit distribution is transparent and includes input from independent directors and small shareholders [9][12]. Supervision and Compliance - The audit committee is responsible for overseeing the execution of the profit distribution policy and ensuring compliance with established procedures [11][12]. - Any adjustments to the profit distribution policy must be justified and require thorough discussion with stakeholders [12][13].