General Provisions - The purpose of the management system is to strengthen internal control, promote standardized operations, and protect investors' rights [1] - The term "subsidiary" refers to companies where the company holds more than 50% of the shares or can control the board of directors [1] - The company, as the controlling shareholder, has rights over asset income, major decision-making, and financial audit supervision [1] Major Matters Management - Subsidiaries must report major matters such as equity changes, mergers, and significant investments to the company for approval [2][3] - The rules for convening shareholder and board meetings must comply with the Company Law, and minutes must be submitted to the company within 10 working days [2] Financial Management - Subsidiaries must follow the company's unified accounting system and timely submit financial reports for auditing [4] - The use of funds by subsidiaries must comply with the company's financial management regulations [4] Information Management - Subsidiaries must adhere to information disclosure management regulations and report significant matters to the company's board [6] - The company has the right to know all information from subsidiaries, which must be timely, truthful, and accurate [6] Human Resource Management - Subsidiaries must comply with the company's human resource management system, and any internal structure changes must be approved by the company [7] - The appointment of directors and senior management in subsidiaries is determined by the company's CEO and must be elected by the subsidiary's board [7] Internal Audit and Inspection System - The company conducts regular audits of subsidiaries to ensure compliance with management systems and financial practices [8] - Subsidiaries must cooperate fully with audits and provide necessary documentation [8] Supplementary Provisions - Any matters not covered by this system will follow national laws and regulations [9] - The system is effective upon approval by the company's board and will be revised as necessary [9]

Group 1 - The company establishes guidelines to enhance the efficiency of the general manager and management team's decision-making processes in accordance with the Company Law and relevant regulations [1] - The general manager is appointed and dismissed by the board of directors and is responsible for implementing board resolutions and reporting on work [3][4] - The general manager's term is three years, with the possibility of reappointment, and the appointment process must adhere to legal and regulatory requirements [2][3] Group 2 - The general manager has the authority to manage the company's operations, organize annual plans, and propose internal management structures [1][3] - The general manager must consult employee representatives on matters affecting employee interests, such as wages and benefits [2] - The general manager is responsible for making decisions on significant operational issues and may delegate authority to other senior management when necessary [3][4] Group 3 - The company holds regular and ad-hoc meetings to discuss operational matters, with a focus on efficiency and collective decision-making [5][6] - Meeting records must be maintained, including key decisions and participant contributions, to ensure transparency and accountability [5][6] - The general manager must ensure that reports provided to the board are truthful and complete [7][8] Group 4 - The company is required to establish a performance-based compensation system for the general manager to attract and retain talent [7] - The general manager must report on significant contracts, financial performance, and the implementation of board resolutions [7][8] - The board of directors retains the authority to interpret these guidelines [8]

General Provisions - The purpose of the management rules is to enhance the institutionalization, standardization, and scientific management of the company's operations, ensuring the correctness and rationality of major operational decisions [1][2] - The company has one general manager appointed or dismissed by the board of directors, and one to ten deputy general managers nominated by the general manager and approved by the board [1][2] - The term for the general manager and deputy general managers is three years, with the possibility of reappointment [1][2] Responsibilities and Authority of the General Manager - The general manager is responsible for the daily operations and management of the company and must implement the resolutions of the board of directors [2][3] - The general manager has the authority to manage production operations, implement annual business plans, and propose internal management structures [2][3][4] - The general manager can authorize deputy general managers and other senior management to exercise relevant powers [4] Major Contracts and Transactions - The general manager can decide on significant contracts and transactions within the limits set by the board, including those involving assets below 10% of the company's audited total assets or net assets [3][4] - Specific thresholds for transactions include: asset net value below 10% of audited net assets or below 10 million yuan, and profit generated below 10% of the previous year's audited net profit or below 1 million yuan [3][4] Internal Management Responsibilities - The general manager is responsible for internal management matters, including the nomination of senior management and adherence to labor and safety regulations [4][5] - The general manager must report to the board on major contracts, fund utilization, and profit and loss situations, ensuring the authenticity of the reports [5][6] General Manager's Office Meetings - The general manager's office meetings are held monthly to discuss company operations and significant investment plans [6][7] - Meeting agendas include the implementation of board resolutions, financial plans, and management structure proposals [6][7] Documentation and Confidentiality - Meeting records must be maintained, including details such as attendees and main decisions made [7] - Confidential materials must be marked accordingly, and attendees are required to adhere to confidentiality protocols [7]

Core Points - The document outlines the governance structure and responsibilities of the management team at Guangdong New Jinggang Technology Co., Ltd, specifically focusing on the role of the General Manager and other senior management [1][2][3] Group 1: General Manager's Qualifications and Appointment - The General Manager must not have any disqualifying conditions such as criminal convictions related to corruption or financial misconduct within the last five years [2][3] - The company will have one General Manager, several Deputy General Managers, and one Chief Financial Officer, with specific rules regarding the appointment of these positions [2][3] - The General Manager is nominated by the Chairman and appointed by the Board of Directors, while Deputy General Managers and the CFO are nominated by the General Manager and appointed by the Board [2][3] Group 2: Powers and Responsibilities - The General Manager is responsible for the overall management of the company, including implementing board resolutions and managing daily operations [3][4] - The Deputy General Managers assist the General Manager and manage specific departments, reporting back on their activities [3][4] - The Chief Financial Officer oversees financial activities, ensuring compliance with accounting regulations and protecting company assets [3][4] Group 3: Meeting and Reporting Procedures - The General Manager's office will hold meetings to discuss annual plans, management structures, and other significant matters, with the General Manager having the final decision-making authority [4][5] - Meeting records must be maintained, detailing attendees, agenda, discussions, and resolutions [6][7] - The General Manager is required to report to the Board on operational and financial matters regularly [7][8] Group 4: Financial Management and Contracts - The management team must adhere to legal and regulatory requirements when managing company funds and assets, with specific protocols for approving investments and contracts [6][7] - The General Manager can sign significant contracts on behalf of the company if authorized by the Chairman [7][8] Group 5: Duties and Obligations - Senior management must act in the best interest of the company, avoiding conflicts of interest and ensuring transparency in their dealings [8][9] - The document emphasizes the importance of loyalty and integrity among senior management, prohibiting actions that could harm the company's interests [8][9]

General Principles - The company establishes management systems for its subsidiaries to promote healthy development and optimize resource allocation [1] - The company holds controlling stakes in subsidiaries, defined as owning more than 50% of shares or having significant influence through agreements [1][2] - The relationship between the company and its subsidiaries is one of equal legal entities, with the company exercising shareholder rights based on its equity stake [1] Personnel Management - The company exercises shareholder rights through the subsidiary's shareholders' meeting to establish its articles of association and appoint key personnel [2] - Directors, supervisors, and senior management of subsidiaries must adhere to legal obligations and protect the company's interests [3][4] - Annual performance reports are required from subsidiary management, with potential replacement for non-compliance over two consecutive years [4] Financial Management - The company supervises subsidiaries regarding investment scale, asset structure, and financial performance [6][7] - Subsidiaries must maintain accurate accounting records and are prohibited from creating unauthorized financial accounts [6] - Monthly financial reports are required from subsidiaries, along with annual reports and budget proposals [7] Operational Decision-Making - Subsidiaries must align their operational plans with the company's overall strategy and seek approval for annual budgets and production plans [8] - Investment projects must follow a structured decision-making process, including feasibility studies and evaluations [8][9] - Significant transactions must be submitted for approval according to the company's articles of association [9] Information Management - Subsidiaries are required to disclose information accurately and promptly to the company [10] - The subsidiary's chairman is responsible for information disclosure and must report to the company's board secretary [10] Auditing and Evaluation - The company conducts regular audits of subsidiaries to ensure compliance with laws and internal regulations [11] - Auditors from the company must collaborate with subsidiary management during audits [11]

联芸科技（杭州）股份有限公司 总经理工作细则 二〇二五年五月 联芸科技（杭州）股份有限公司 总经理工作细则 第一章 总则 第一条 为更好地管理联芸科技（杭州）股份有限公司（以下简称"公司"） 生产经营工作，促进公司经营管理的制度化、规范化、科学化，确保公司重大生 产经营决策的正确性、合理性，提高民主决策、科学决策水平，以使公司的生产 经营高效有序进行，根据《中华人民共和国公司法》《中华人民共和国证券法》 《联芸科技（杭州）股份有限公司章程》 第三条 公司总经理主持公司日常业务经营和管理工作，并受董事会委托组 织实施董事会会议决议，对董事会负责。 第四条 本细则所称总经理是指总经理本人或经合法授权以总经理名义对外 行使其权限的副总经理等高级管理人员。 第五条 总经理的工作应贯彻诚信、勤勉、守法、高效的原则。 第二章 总经理职责权限 第六条 总经理按照《公司章程》的规定全面主持公司经营管理事务，并向 董事会负责。 副总经理协助总经理工作，对总经理负责，其具体职责权限经总经理办公会 议讨论后，由总经理作出决定。 公司的财务负责人对总经理负责，协助总经理管理公司的财务计划、财务核 算和资金调度等工作。 第七条 总经理 ...

General Provisions - The purpose of the guidelines is to regulate the work behavior of the president and other senior management of Shenzhen Invt Electric Co., Ltd., ensuring they perform their duties in accordance with relevant laws and the company's articles of association [1][2] - The president and senior management must act faithfully and diligently to protect the company's interests within the scope of authority granted by the articles of association or the board of directors [1][2] Authority and Appointment Procedures - The company has one president with a term of three years, who can be reappointed. The president is recommended by the chairman and appointed or dismissed by the board of directors [2][3] - The president has various responsibilities, including managing production and operations, implementing board resolutions, and proposing the appointment or dismissal of vice presidents and financial officers [2][3] President's Working Mechanism - The president's decision-making is primarily conducted through the president's office meetings, which discuss and decide on operational matters [2][3] - The president is responsible for the decisions made in these meetings, and other attendees have rights to suggest, inquire, and vote [2][3] Reporting Responsibilities - The president must submit an annual written report to the board of directors covering business operations, financial status, and market development [5][6] - The president is required to report any significant incidents or major contractual matters to the board promptly [5][6] Miscellaneous Provisions - Any matters not covered by these guidelines will follow relevant national laws and regulations [7] - The board of directors is responsible for interpreting and revising these guidelines, which take effect upon approval [7]