General Principles - The purpose of the rules is to adapt to modern corporate governance requirements, establish a sound corporate governance structure, standardize board operations, and improve the efficiency of board meetings [1] - The board of directors has established specialized committees, including the Strategic Committee, Nomination Committee, Audit Committee, and Compensation and Assessment Committee [1][2] Strategic Committee - The Strategic Committee aims to enhance the company's core competitiveness, determine development plans, and improve investment decision-making processes [2] - The committee is responsible for researching and proposing suggestions on long-term development strategies and major investment decisions [2][3] - The committee consists of three to five directors, including at least one independent director [2] Nomination Committee - The Nomination Committee's purpose is to standardize the selection of leadership personnel and optimize the composition of the board [4] - It is responsible for reviewing the qualifications of nominees and making recommendations regarding the appointment or dismissal of directors and senior management [4][5] - The committee is composed of three to five directors, with two to three independent directors [5] Audit Committee - The Audit Committee is established to strengthen the board's decision-making function and ensure effective supervision of the management [6] - It has the authority to inspect the company's finances, supervise the actions of directors and senior management, and propose the convening of temporary board or shareholder meetings [6][7] - The committee consists of three to five directors who are not senior management, with three independent directors [8] Compensation and Assessment Committee - The Compensation and Assessment Committee aims to establish a sound assessment and compensation management system for directors and senior management [10] - It is responsible for formulating assessment standards and compensation policies for directors and senior management [10][11] - The committee is composed of three to five directors, with two to three independent directors [11] Meeting Procedures - Each specialized committee is required to hold at least two meetings annually, while the Audit Committee must hold at least four meetings annually [12] - Meetings must be notified to all members seven days in advance, and a quorum of two-thirds of members is required for decisions [12][13] - Committees may invite company directors and senior management to attend meetings when necessary [12]

Core Points - The document outlines the rules for the board of directors of Hefei Huitong Holdings Co., Ltd, aiming to enhance the board's operational standards and decision-making processes [2][3] - The board consists of 9 directors, including 3 independent directors, and is responsible for various specialized committees [3][14] - Regular and temporary board meetings are defined, with specific procedures for calling and conducting these meetings [5][10] Group 1: General Provisions - The rules are established to ensure the board operates effectively and in compliance with relevant laws and regulations [2] - The board is accountable to the shareholders and must adhere to the company's articles of association [3] Group 2: Board Composition and Authority - The board comprises 9 members, including a chairman and independent directors who lead specialized committees [3][14] - Specialized committees include the audit committee, strategic committee, nomination committee, and compensation and assessment committee, with independent directors holding a majority in key committees [3][14] Group 3: Meeting Procedures - The board must hold at least two regular meetings annually, with provisions for temporary meetings under specific circumstances [5][10] - Meeting notifications must be sent out in advance, detailing the agenda and required materials [5][10] - A quorum for meetings requires the presence of more than half of the directors [13] Group 4: Voting and Decision-Making - Decisions require a majority vote from attending directors, with specific rules for abstentions and conflicts of interest [10][22] - Proposals that are not approved cannot be reconsidered within a month unless significant changes occur [11] Group 5: Record Keeping and Disclosure - The board secretary is responsible for maintaining detailed records of meetings, including attendance, discussions, and voting outcomes [27][30] - Meeting records must be signed by attendees, and any dissenting opinions should be documented [30]

明阳智慧能源集团股份公司 第一章 总则 第一条 为健全和规范明阳智慧能源集团股份公司（以下简称"公司"）董 事会议事和决策程序，保证公司经营、管理工作的顺利进行，根据《中华人民共 和国公司法》 第四条 根据《公司章程》的有关规定，董事会行使下列职权： （一）召集股东会，并向股东会报告工作； （二）执行股东会的决议； （以下简称《公司法》）、 《上海证券交易所上市公司自律监管指引第 《境内企业境外发行证券和上市管理试行办法》及其他法律法 规、中国证监会的有关规定和《明阳智慧能源集团股份公司章程》 （以下简称《公 司章程》），并结合本公司的实际情况，制定本规则。 第二条 董事会是公司经营管理的决策机构，维护公司和全体股东的利益， 负责公司发展目标和重大经营活动的决策。 第三条 制定本议事规则的目的是规范公司董事会议事程序，提高董事会工 作效率和科学决策的水平。 第二章 董事会职权 （三）决定公司的经营计划和投资方案； （四）制订公司的利润分配方案和弥补亏损方案； （五）制订公司增加或者减少注册资本、发行债券或其他证券及上市方案； （六）拟订公司重大收购、收购本公司股票或者合并、分立、解散及变更公 司形式的方案； ...

General Provisions - The purpose of the work rules is to adapt to the strategic development needs of Jiahe Intelligent Technology Co., Ltd., standardize the selection of senior management, establish a sound compensation assessment system, ensure timely and professional internal audit work, enhance core competitiveness, and improve corporate governance structure [1][2] - The board of directors establishes specialized committees including the Strategy Committee, Nomination Committee, Audit Committee, and Compensation and Assessment Committee, with all members being directors [1][2] Strategy Committee - The Strategy Committee is responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [2][3] - The committee consists of three directors, with the chairman of the board serving as the convener [2][3] - The committee's proposals are submitted to the board of directors for review and decision [2][3] Nomination Committee - The Nomination Committee is responsible for formulating selection criteria and procedures for directors and senior management, as well as reviewing candidates' qualifications [5][6] - The committee consists of three directors, including two independent directors, and is chaired by an independent director [5][6] - The committee's proposals must be submitted to the board of directors for review, and major shareholders should respect the committee's recommendations [5][6] Audit Committee - The Audit Committee is responsible for reviewing the company's financial information and disclosures, supervising internal and external audits, and evaluating internal controls [7][8] - The committee consists of three members, including two independent directors, with at least one being a professional accountant [7][8] - The committee's proposals are submitted to the board of directors for review and decision [7][8] Compensation and Assessment Committee - The Compensation and Assessment Committee is responsible for developing assessment standards for directors and senior management, as well as reviewing compensation policies and plans [11][12] - The committee consists of three directors, including two independent directors, and is chaired by an independent director [11][12] - The committee's compensation plans for directors must be approved by the board and submitted to the shareholders' meeting for approval [11][12] Additional Provisions - The work rules will be executed according to relevant national laws and regulations, and the board of directors is responsible for interpreting these rules [15]

Core Points - The document outlines the rules for the specialized committees of Qipai Technology Co., Ltd. to enhance governance and ensure effective decision-making [1] - The board of directors establishes several specialized committees, including the Audit Committee, Nomination Committee, Compensation and Assessment Committee, and Strategic Committee [1][3] Committee Composition - Each committee consists of three directors, with independent directors making up the majority in the Audit, Nomination, and Compensation Committees [3] - The term of committee members aligns with that of the directors, and vacancies are filled according to the rules [3] Committee Responsibilities - The Strategic Committee is responsible for researching and proposing suggestions on the company's long-term development strategy and major investment decisions [5] - The Audit Committee supervises and evaluates internal and external audit work, ensuring effective internal controls and accurate financial reporting [6] - The Nomination Committee proposes standards and procedures for selecting directors and senior management [13] - The Compensation and Assessment Committee develops and reviews compensation policies and performance assessment standards for directors and senior management [15] Meeting Procedures - The Audit Committee must meet at least quarterly, while other committees meet annually or as needed [20] - Meetings require a two-thirds attendance to be valid, and decisions are made by a majority vote [23][24] - Meeting records must be kept, detailing attendance, agenda, and voting results [29][30] Additional Provisions - Committees may hire external advisors for professional opinions, with costs covered by the company [17] - Independent directors must maintain detailed work records and ensure compliance with regulations [11][12]

Group 1 - The company has established specialized committees under its board of directors, including a Strategy Committee, Nomination Committee, Compensation and Assessment Committee, and Audit Committee [1][2] - The Strategy Committee is responsible for long-term development strategy planning and feasibility studies of major strategic investments, consisting of three directors [1] - The Nomination Committee focuses on the nomination, replacement, and selection standards and procedures for directors and senior management, with a majority of independent directors [2] Group 2 - The Compensation and Assessment Committee manages the compensation plans for senior human resources and evaluates the performance of directors and senior management, also comprising three directors with a majority of independent directors [2] - The Audit Committee oversees internal and external audits, supervision, and verification work, ensuring at least one independent director has accounting expertise [2] - Since their establishment, the specialized committees have operated in accordance with laws, regulations, and company policies, effectively contributing to strategic planning and internal control improvements [3]