Group 1 - The company plans to appoint KPMG Huazhen as the auditor for the fiscal year 2025, replacing Ernst & Young Huaming, which has provided audit services for six consecutive years [2][16][69] - The change in auditor is due to the company's business development needs and the requirements set forth by regulatory bodies [16][69] - Both the audit committee and the board of directors have no objections to the proposed change in auditors [3][19] Group 2 - KPMG Huazhen was established on August 18, 1992, and has over 1,300 registered accountants, with more than 300 having signed audit reports for securities services [5][6] - The total audited revenue for KPMG Huazhen in 2024 exceeded RMB 4.1 billion, with audit service revenue surpassing RMB 4 billion [6][7] - KPMG Huazhen has a strong investor protection capability, with cumulative insurance coverage and risk funds exceeding RMB 200 million [8] Group 3 - The proposed audit fee for the 2025 financial report is RMB 2,260,000, which represents an increase of over 20% compared to the previous year, primarily due to the increased workload following the acquisition of CM Hi-Tech Cleanroom Limited [14][15] - The previous auditor, Ernst & Young Huaming, provided an unqualified audit opinion for the 2024 fiscal year [15] Group 4 - The change in auditor requires approval from the shareholders' meeting [4][20] - The company has communicated with both the outgoing and incoming auditors regarding the change, and both parties have acknowledged the matter without objection [17][69] Group 5 - The company held a board meeting on September 3, 2025, to discuss the appointment of the new auditor and other governance matters [64][69] - The company is also planning to hold a half-year performance briefing on September 15, 2025, to discuss its operational results and financial indicators [23][24]

Group 1 - The company, Mayair (China) Environmental Technology Co., Ltd., is holding its first extraordinary general meeting of shareholders on September 26, 2025, at 14:30 [1][2] - The meeting will be conducted using a combination of on-site and online voting methods, with specific time slots for voting [1][2] - Shareholders must register for the meeting by providing necessary documentation by September 25, 2025 [3][4] Group 2 - The agenda includes proposals to cancel the supervisory board, amend the company's articles of association, and revise certain governance systems [2][8] - The proposals have been approved by the company's board of directors and supervisory board prior to the meeting [2] - There are no related shareholders that need to abstain from voting on the proposals [2]

General Principles - The management system for the shares held by directors and senior management of Meiyah (China) Environmental Technology Co., Ltd. is established to strengthen the management of shareholdings and changes in accordance with relevant laws and regulations [2][3]. Scope of Application - This system applies to the management of shares held by the company's directors and senior management, including shares registered in their names and those held through others' accounts [2][3]. Trading Restrictions - Directors and senior management are prohibited from trading the company's shares during specific periods, including 15 days before the annual and semi-annual report announcements, 5 days before quarterly reports, and during significant events that may impact share prices [3][4]. - Any profits from selling shares within 6 months of purchase must be returned to the company [4]. Transfer Limitations - Shares held by directors and senior management cannot be transferred under certain conditions, such as within one year of the company's stock listing or within six months after leaving the company [4][5]. - Directors and senior management are restricted from reducing their holdings of pre-IPO shares until the company achieves profitability for three full accounting years [5]. Trading Quantity - The maximum amount of shares that directors and senior management can transfer annually is limited to 25% of their total holdings, with exceptions for certain circumstances [6][7]. - Any untransferred shares at the end of the year will be included in the calculation for the following year's transferable shares [7]. Information Disclosure - The company secretary is responsible for managing the data related to the shareholdings of directors and senior management, ensuring compliance with disclosure requirements [8][9]. - Directors and senior management must report any changes in their shareholdings within two trading days and disclose relevant details through the company's announcements [9][10]. Additional Provisions - The system will be effective upon approval by the company's board of directors and will be revised as necessary [11].

Core Points - The document outlines the management system for the resignation of directors and senior management at Meiyah (China) Environmental Technology Co., Ltd, aiming to ensure corporate governance stability and protect the rights of the company and its shareholders [1][2][3] Chapter 1: General Provisions - The system applies to directors and senior management who resign due to term expiration, resignation, dismissal, or other reasons [1] Chapter 2: Resignation Circumstances - Directors and senior management can resign before their term ends by submitting a written resignation report, effective upon receipt by the company, which must disclose the situation within two trading days [3] - If a director's resignation results in the board falling below the legal minimum number of members, the resigning director must continue to fulfill their duties until a new director is appointed [3] Chapter 3: Conditions for Dismissal - The company will terminate the positions of directors and senior management under specific circumstances, including lack of civil capacity, criminal convictions related to corruption, and being listed as a dishonest executor by the court [2][3] Chapter 4: Obligations and Responsibilities of Resigning Directors - Resigning directors and senior management must fulfill any public commitments made during their tenure, and if they fail to do so, the company can seek compensation for losses incurred [4][5] - They are required to complete handover procedures within five days of resignation, including transferring all company documents and materials [4] Chapter 5: Post-Resignation Obligations - Resigning directors and senior management are prohibited from using their former positions to interfere with the company's operations or harm the interests of the company and its shareholders for two years post-resignation [5] - They must cooperate with the company in follow-up investigations regarding significant matters during their tenure and cannot refuse to provide necessary documents [5] Chapter 6: Miscellaneous - The system becomes effective upon approval by the board and will be interpreted by the board [6]

Core Viewpoint - The document outlines the external investment management system of Meiyah (China) Environmental Technology Co., Ltd., aiming to establish a scientific, standardized, and transparent decision-making mechanism for significant business and external investment decisions, ensuring compliance with laws and regulations while protecting the interests of the company and its shareholders [2][3]. Decision-Making Scope - The internal control of significant investments should adhere to principles of legality, prudence, safety, and effectiveness, focusing on controlling investment risks and emphasizing investment benefits [5]. - The shareholders' meeting and the board of directors serve as the decision-making bodies for external investments, with no other departments or individuals authorized to make such decisions without permission [5]. - The board of directors is responsible for researching and evaluating the feasibility, investment risks, and returns of significant investment projects through a strategic committee [5]. - The general manager is the primary responsible person for implementing external investments, overseeing planning, organization, and monitoring of projects, and reporting progress to the board [5][6]. Approval Authority for External Investments - External investments requiring government approval must follow necessary procedures to ensure compliance with regulations [3]. - Specific external investment matters must be disclosed and approved by the shareholders' meeting or board of directors based on defined thresholds, such as asset total exceeding 50% of the latest audited total assets or transaction amounts exceeding 50% of the company's market value [8][9]. Financial Management and Auditing - The finance department must ensure that accounting methods for external investments comply with national accounting standards and maintain complete accounting records [28]. - Regular audits and checks should be conducted to verify the ownership and accuracy of investment assets [31]. Investment Transfer and Recovery - The company can recover external investments under certain conditions, such as project insolvency or contractual termination [22]. - The transfer of external investments must comply with relevant laws and regulations, with the approval process mirroring that of investment implementation [25].

Core Points - The company establishes an external guarantee management system to protect the interests of shareholders and investors, regulate guarantee behavior, control operational risks, and promote stable development [2][3] - The system applies to the company and its consolidated subsidiaries providing guarantees for third-party debts, including various forms of guarantees such as loans, letters of credit, and financing leases [2][3] - The company aims to strengthen internal controls, improve pre-evaluation, monitoring, and post-recovery mechanisms for guarantees to mitigate potential repayment risks [2][3] Summary by Sections General Principles - The external guarantee management system is formulated based on relevant laws and regulations, including the Company Law and the Guarantee Law of the People's Republic of China [2] - The total amount of external guarantees includes guarantees provided by the company and its subsidiaries [2] - Guarantees must be managed uniformly by the company, requiring board or shareholder approval before any guarantees can be provided [2][3] Approval Authority and Procedures - The daily management of external guarantees is the responsibility of the finance department and the board office [14] - The company must conduct a credit evaluation of the guaranteed entity, requiring various financial documents and reports [14][15] - Guarantees exceeding certain thresholds, such as 50% of the company's latest audited net assets, require shareholder approval [7][8] Risk Management - The company must adhere to risk control principles during the guarantee process, ensuring that the guarantee responsibility limits are strictly controlled [22] - The finance department is tasked with ongoing monitoring of the guaranteed entity's financial status and operational conditions [26] - In case of default by the guaranteed entity, the company must execute recovery measures within a specified timeframe [27][29] Compliance and Reporting - The company is required to disclose information regarding guarantees and any significant changes in the financial status of the guaranteed entities [3][29] - Independent directors must provide opinions on the legality and compliance of guarantee matters, and the audit committee must monitor guarantee-related internal controls [30][31]

Core Points - The document outlines the fundraising management system of Meiyah (China) Environmental Technology Co., Ltd, aiming to regulate the management and use of raised funds, enhance efficiency, and protect shareholders' rights [2][3][4] Fundraising Management - The company must comply with relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and its own articles of association [2][3] - Fundraising refers to funds raised through public and private securities offerings, excluding funds raised for employee stock ownership plans [2][3] - Directors and senior management are responsible for ensuring proper use of raised funds and must not engage in unauthorized changes to fund usage [3][4] - Major shareholders and actual controllers are prohibited from misappropriating or occupying the company's raised funds [3][4] Fund Storage - The company is required to open a special account for raised funds in a commercial bank, ensuring that these funds are managed separately from other funds [6][7] - A tripartite supervision agreement must be signed with the underwriter and the bank within one month of the funds being received [6][7] - The company must report to the Shanghai Stock Exchange within two trading days after signing the agreement [6][7] Fund Usage - Raised funds should primarily be used for the company's main business as outlined in the fundraising application documents [9][10] - The company is prohibited from using raised funds for financial investments or providing funds to related parties for improper benefits [9][10] - If there are significant changes affecting the feasibility of investment projects, the company must reassess and report to the Shanghai Stock Exchange [10][11] Temporary Use of Idle Funds - Idle raised funds can be temporarily used to supplement working capital, subject to board approval and compliance with specific conditions [12][13] - The company must return any temporarily used funds to the special account before the due date and report this to the Shanghai Stock Exchange [12][13] Fund Management and Supervision - The company must disclose the actual expenditure of raised funds and conduct quarterly internal audits [26][27] - The board is required to review the progress of fundraising projects biannually and report any discrepancies in the investment plan [26][27] - Independent directors and the audit committee must monitor the management and usage of raised funds continuously [28][29] Changes in Fund Usage - Any changes to the use of raised funds must be approved by the board and shareholders, with independent directors and underwriters providing consent [21][22] - The company must ensure that any new projects funded by raised funds have a good market outlook and profitability [22][23]

Core Points - The document outlines the information disclosure management system of Meiyah (China) Environmental Technology Co., Ltd, aiming to standardize information disclosure practices and protect the rights of shareholders and stakeholders [1][2] - The system is developed in accordance with various laws and regulations, including the Company Law and Securities Law of the People's Republic of China, as well as the rules of the Shanghai Stock Exchange [2][3] Information Disclosure Obligations - The term "information" refers to any undisclosed information that could significantly impact the trading price of the company's stock or influence investment decisions, including financial performance, profit distribution, and major operational changes [3][4] - The company and its information disclosure obligors must disclose information truthfully, accurately, completely, and timely, avoiding any false records or misleading statements [3][4] Major Events and Reporting - The company must immediately report significant events that could affect the trading price of its securities to the China Securities Regulatory Commission and the Shanghai Stock Exchange, including major operational changes, significant investments, and legal issues [4][5] - Specific major events that require disclosure include changes in business direction, significant asset transactions, major contracts, and any substantial losses or debts [4][5] Risk Disclosure - The company is required to disclose any major risk events that could impact its core competitiveness and ongoing viability, such as unfavorable changes in national policies or market conditions [5][6] - The company must disclose information regarding any significant changes in raw material prices, product sales, or the loss of key technologies [5][6] Reporting Procedures - The company must fulfill its disclosure obligations at the earliest occurrence of significant events, including board resolutions or when any party involved becomes aware of the event [6][7] - The company is also required to disclose industry information that could significantly impact stock trading prices or investment decisions [6][7] Internal Management and Responsibilities - The board secretary is responsible for overseeing the information disclosure process, ensuring that all disclosures are accurate and timely [10][11] - The company must maintain strict confidentiality regarding undisclosed information and ensure that insiders do not leak such information before it is publicly disclosed [15][16] Compliance and Penalties - The company will impose penalties on any responsible parties who fail to report or inaccurately report required information, which may include internal reprimands or termination [20][21] - The board secretary has the authority to recommend penalties to the board for any violations of the disclosure obligations [20][21]

美埃（中国）环境科技股份有限公司 监事会关于 2024 年限制性股票激励计划 批准的《激励计划》中规定的激励对象范围相符。 （2）最近 12 个月内被中国证监会及其派出机构认定为不适当人选； （3）最近 12 个月内因重大违法违规行为被中国证监会及其派出机构行政 处罚或者采取市场禁入措施； （4）具有《公司法》规定的不得担任公司董事、高级管理人员情形的； （5）法律法规规定不得参与上市公司股权激励的； （6）中国证监会认定的其他情形。 对象符合《公司法》《证券法》等法律、法规和规范性文件以及《公司章程》规 定的任职资格，符合《管理办法》《上市规则》等法律、法规和规范性文件规定 的激励对象条件，符合公司《2024 年限制性股票激励计划》（以下简称"《激励 计划》"）规定的激励对象范围。 第二次预留授予激励对象名单的核查意见（授予日） 美埃（中国）环境科技股份有限公司（以下简称"公司"）监事会根据《中 华人民共和国公司法》（以下简称"《公司法》"）、《中华人民共和国证券法》 （以下简称"《证券法》"）、《上市公司股权激励管理办法》（以下简称"《管理 办法》"）、《上海证券交易所科创板股票上市规则》（以下简称"《上 ...

Fundraising Overview - The company raised a total of RMB 980,784,000.00 from the issuance of 33,600,000 shares at a price of RMB 29.19 per share, with a net amount of RMB 891,810,577.60 after deducting underwriting and other issuance costs [1][2] - The actual amount received was RMB 914,129,120.00, which includes untransferred issuance costs of RMB 22,318,542.40 [1] Fund Usage and Balance - As of June 30, 2025, the company has utilized RMB 493,741,885.22 of the raised funds and has replaced RMB 15,944,203.02 for issuance costs [2] - The balance in the fundraising account was RMB 172,181,185.10, with RMB 270,000,000.00 in cash management products that have not yet matured [2][6] Fund Management - The company has established a fundraising management system to ensure proper use and management of the funds, in compliance with relevant regulations [3] - A tripartite supervision agreement was signed with several banks to clarify the rights and obligations of all parties involved in the management of the funds [3] Investment Projects - The company has not used self-raised funds for pre-investment in fundraising projects during the reporting period [5] - There were no instances of using idle funds to supplement working capital [5] Cash Management - The company has approved the use of up to RMB 586,000,000.00 of temporarily idle funds for cash management, with a focus on high-security and liquid investment products [5] - As of June 30, 2025, the total investment income from cash management was RMB 367,676.58 [6] Use of Over-raised Funds - The company has used RMB 53,462,956.35 of over-raised funds to permanently supplement working capital, with a similar amount of RMB 37,000,000.00 approved later [7][8] - By June 30, 2025, a total of RMB 142,553,400.00 of over-raised funds has been used for this purpose [9] Project Adjustments - The company has postponed the expected usable status date for certain fundraising projects to July 1, 2026, as approved in board meetings [12] Compliance and Reporting - The company has adhered to all relevant laws and regulations regarding the use of raised funds and has disclosed information accurately and timely [13][23]