Core Viewpoint - Weichai Power's management team possesses extensive industry experience and a diverse professional background, ensuring clear responsibilities and reasonable personnel allocation [1] Group 1 - The management team has many years of industry experience [1] - The team has a diversified professional background and capabilities [1] - Responsibilities within the management team are clearly defined [1]

General Provisions - The purpose of the guidelines is to enhance the management level and efficiency of senior management personnel, including the general manager, deputy general managers, and financial officers, while clarifying responsibilities and standardizing work behavior [3][4] - The company has a general manager, deputy general managers, and a financial officer, with their appointments and dismissals determined by the board of directors based on nominations [3][4] Authority of the General Manager - The general manager is responsible to the board of directors and has the authority to report on major contracts, asset utilization, investment situations, and profit and loss [5][6] - The general manager can make decisions on transactions that meet specific criteria, such as asset totals below 10% of the latest audited total assets or transaction amounts below 10% of the latest audited net assets [5][7] - The general manager is responsible for managing the company's production and operations, implementing board resolutions, and proposing the appointment or dismissal of deputy general managers and financial officers [6][8] General Manager's Office Meetings - The general manager's office meetings are held at least once a month, with the general manager convening relevant personnel and notifying them two days in advance [9][10] - The meetings cover annual, quarterly, and monthly operational plans, departmental reports, and important issues requiring resolution [10] Responsibilities and Accountability - Senior management personnel are accountable for their actions, and the company will bear liability for damages caused by their execution of duties, except in cases of intentional misconduct or gross negligence [12]

Core Points - The article outlines the management system for Chengbang Ecological Environment Co., Ltd. and its subsidiaries, aiming to standardize internal operations and clarify responsibilities between the parent company and subsidiaries [1][3] - The system is applicable to the company and its subsidiaries, including wholly-owned and controlling subsidiaries, and emphasizes the need for effective control mechanisms to enhance operational efficiency and risk resistance [1][3] - Subsidiaries are required to establish their own management control systems in accordance with the parent company's guidelines and are subject to supervision [1][3] Group 1: Governance and Management Structure - The company emphasizes the importance of independent accounting and management for subsidiaries, allowing them to determine their internal management structures while ensuring compliance with the parent company's regulations [3][5] - Subsidiaries must report significant transactions and decisions that could impact the company's interests, including development plans, external transactions, and key personnel appointments [5][6] - The governance structure mandates regular meetings, with specific procedures for agenda approval and documentation to ensure transparency and accountability [5][6] Group 2: Financial Management and Reporting - Subsidiaries are responsible for the accuracy and completeness of their financial reports, which must be reviewed and approved by designated company officials [9][12] - The company requires subsidiaries to adhere to unified accounting policies and participate in financial budgeting and auditing processes [12][13] - Any significant financial activities, such as asset purchases or debt restructuring, must be reported to the parent company for approval [6][8] Group 3: Compliance and Oversight - The management system includes provisions for compliance with national laws and internal regulations, ensuring that subsidiaries operate within legal frameworks [4][13] - The company retains the right to impose penalties on subsidiaries for non-compliance or actions that negatively impact the company's interests [7][10] - Regular audits and performance evaluations are mandated to assess the subsidiaries' adherence to the established management system and overall performance [10][13]

General Provisions - The purpose of the regulations is to standardize the behavior of the management personnel of Zhejiang Biyi Electric Appliance Co., Ltd. and improve management efficiency and standards [1] - The management personnel include the general manager, five deputy general managers, and other senior management as defined in the company's articles of association [1] - The general manager is responsible to the board of directors, while other management personnel are responsible to the general manager [1] Management Personnel Composition - The company has one general manager and five deputy general managers [2] - The qualifications, appointment methods, terms, and compensation of management personnel are governed by the company's articles of association and other management systems [2] Responsibilities and Authority of Management Personnel - Deputy general managers perform their duties based on the authorization of the general manager [2] - The financial director is responsible for the company's financial management [2] - Senior management must report significant operational or financial events to the board of directors in a timely manner [2] General Manager's Office Meetings - The daily work of the general manager is conducted through office meetings, which are chaired by the general manager [3] - The meetings handle daily operational and management tasks, ensuring the smooth completion of production and operational goals [3] - Meeting notifications must be sent at least one day in advance, including details such as time, location, participants, and agenda [3] Meeting Records and Frequency - Meeting records must be kept for at least ten years and include signatures of all participants [4] - The general manager's office meetings should be held at least twice a year, with additional meetings as deemed necessary by the general manager [4] - All attendees have the right to express opinions during the meetings, and significant disagreements must be reported to the chairman [4] Final Provisions - The regulations are established by the board of directors and take effect upon approval [5] - Any amendments to the regulations must also be approved by the board of directors [5]

Core Points - The company aims to enhance its management practices to ensure effective and orderly operations through institutionalization and standardization [1] - The company has established a clear structure for its executive management, including the roles of the General Manager, Chief Financial Officer, and Chief Technology Officer [1][2] - The General Manager is responsible for daily operations and must report to the Board of Directors [2][3] Group 1: General Manager's Responsibilities - The General Manager must not hold the position if they meet certain disqualifying conditions as outlined by relevant laws and regulations [2] - The General Manager has the authority to manage production, implement board resolutions, and prepare reports on various operational matters [2][4] - The General Manager is tasked with proposing the appointment or dismissal of other senior management personnel [2][4] Group 2: Management Meetings - The General Manager's office meetings are held irregularly and are attended by senior management to discuss work and make decisions [8][9] - Important topics for discussion include company management, investment plans, and employee compensation [9][10] - Meeting records must be maintained, detailing attendees and key decisions made [10][11] Group 3: Reporting and Accountability - The General Manager must report to the Board of Directors on the company's operational status and significant events [28][30] - Reports can be delivered verbally or in writing, depending on the Board's requirements [31] - The General Manager is accountable for ensuring the accuracy of reports submitted to the Board [30] Group 4: Resignation and Dismissal - The General Manager can resign before the end of their term, following procedures outlined in their employment contract [32] - The Board has the authority to dismiss the General Manager for violations of company regulations or other misconduct [33] Group 5: Compliance and Governance - The General Manager must adhere to laws, regulations, and the company's articles of association, avoiding conflicts of interest [5][6] - Any income gained from violations must be returned to the company, and the General Manager is liable for any losses incurred [6] - The company’s internal management practices must align with national laws and regulations [4][5]

General Provisions - The company establishes management measures for its controlling subsidiaries to strengthen oversight in accordance with the Company Law of the People's Republic of China and its own Articles of Association [1] - A subsidiary is defined as a company where the parent company holds more than 50% of the shares directly or indirectly, or is the largest shareholder with actual control [1] - Subsidiaries operate independently and manage themselves, while the parent company exercises its rights through appointed directors and senior management [1] - The company coordinates the business strategies and risk management of subsidiaries to align with its overall strategic planning [1] - Related party transactions between the company and its subsidiaries must be conducted at market prices and approved through legal procedures [1] Major Matters Approval and Filing System - Subsidiaries must report development plans, budgets, loans, and significant contracts to the company's securities investment department for prior approval [2] - Meetings of the subsidiary's shareholders and board must comply with the Company Law and the subsidiary's Articles of Association, with minutes submitted to the company within ten working days [2] - Subsidiaries are prohibited from making external investments or guarantees without prior authorization from the company [2] Financial Management - Subsidiaries must adhere to the company's financial accounting system and submit financial reports within ten working days after the end of each reporting period [3] - Subsidiaries participate in the company's budget management and are subject to regular audits by the company [3] - Audits cover economic efficiency, major contracts, and responsibilities of management personnel [3] Information Management - The company has the right to access all information from its subsidiaries, which must provide timely and accurate information [4] - The legal representative of the subsidiary is responsible for information disclosure and must ensure the accuracy and completeness of the information provided [4] - Individuals with insider information must maintain confidentiality and are prohibited from insider trading [4] Human Resource Management - Subsidiaries must follow the company's human resource management policies, with internal structures and compensation plans requiring prior approval [5] - Directors and senior management of subsidiaries are nominated by the company and must not engage in competing businesses [5] - The financial head of the subsidiary is recommended by the company and appointed by the subsidiary's board [6] Supplementary Provisions - The management measures take effect upon approval by the company's board of directors [6] - The board of directors is responsible for interpreting these measures [6] - Any matters not covered or inconsistent with national laws or the company's Articles of Association will follow the relevant regulations [6]