General Principles - The rules are established to standardize the operation of the board of directors of Shenzhen Changfang Group Co., Ltd., improve corporate governance structure, protect the legal rights of the company and shareholders, and ensure the efficiency and scientific decision-making of the board [2] - The board of directors is a permanent business decision-making body elected by the shareholders' meeting, responsible to the shareholders' meeting and reporting its work [2][3] - The board consists of 7 directors, with independent directors accounting for no less than one-third of the board members, including at least one accounting professional [2][3] Directors - Directors must be natural persons and cannot serve if they fall under certain disqualifications as per the Company Law and other regulations [4] - Directors are required to comply with laws, regulations, and the company's articles of association, and must avoid conflicts of interest [4][5] - Directors must attend board meetings in person, and failure to do so without proper delegation may lead to recommendations for their replacement [5] Independent Directors - Independent directors are defined as those who do not hold other positions in the company and have no direct or indirect interests that could affect their independent judgment [6] - Independent directors must possess relevant qualifications and experience, including at least five years of legal, accounting, or economic work experience [6][8] - Independent directors have special rights, including the ability to independently hire intermediaries for audits or consultations and to propose meetings [9][19] Board Meeting System - Board meetings are categorized into regular and temporary meetings, with regular meetings held at least twice a year [10] - Notifications for meetings must include the date, location, duration, and agenda, and must be sent in advance [11] - A quorum for board meetings requires the presence of more than half of the directors, and decisions are made by majority vote [12][31] Board Resolutions - The board has the authority to make significant decisions, including major acquisitions, investments, and management appointments [34][35] - Transactions exceeding certain thresholds must be approved by the board and disclosed in a timely manner [15][40] - Independent directors must approve related party transactions before they are submitted to the board for review [40] Meeting Records - Detailed records of board meetings must be maintained, including attendance, agenda, and resolutions passed [42][43] - Directors are responsible for the resolutions made during meetings, and those who dissent must have their objections recorded [44] Supplementary Provisions - The rules serve as a supplement to the company's articles of association and are subject to legal regulations [46][47] - Amendments to these rules must be proposed by the board and approved by the shareholders' meeting [48]

General Principles - The rules are established to clarify the responsibilities and powers of the board of directors of Hefei HuoDuan Intelligent Manufacturing Co., Ltd. and to ensure the protection of investors' rights [2] - The board of directors is a permanent decision-making body of the company, exercising powers granted by laws, regulations, and the company's articles of association [2][3] Board Composition and Meetings - The board consists of 9 directors, including 3 independent directors and 1 employee representative, with a chairman and a vice-chairman [3] - Board meetings must have more than half of the directors present to be valid, and meetings can be attended in person or by proxy [21][22] Meeting Procedures - The board must hold at least two regular meetings annually, with the chairman responsible for convening these meetings [6][3] - The board secretary is responsible for preparing and organizing meetings, including notifying all directors at least ten days in advance for regular meetings [6][13] Proposal and Voting - Proposals for board meetings can be made based on various situations, including matters requiring shareholder approval [9][10] - Decisions require a majority vote from all attending directors, with specific rules for related party transactions [33][10] Meeting Records - Detailed minutes of board meetings must be kept, including attendance, agenda, and voting results, and must be signed by the attendees [40][41] Amendments and Compliance - The rules are subject to amendments and must comply with relevant laws and regulations, with the board of directors responsible for interpretation [12][46]