Core Points - The company has established an employee stock ownership plan (ESOP) to enhance employee engagement and align interests between employees and shareholders [1][8][24] - The ESOP will allow up to 100 core employees to participate, excluding major shareholders and their relatives [3][4] - The total scale of the ESOP is capped at 26.4 million shares, representing approximately 0.38% of the company's total equity [5][6] Employee Stock Ownership Plan Principles - The ESOP adheres to principles of legality, voluntary participation, and risk-bearing by participants [1][2] - Employees are encouraged to participate voluntarily without any coercion from the company [2][3] - Participants bear their own investment risks, ensuring equality with other investors [1][2] Implementation Procedures - The company will seek employee opinions through representative bodies before implementing the ESOP [2][3] - A board resolution and legal opinions will be required prior to the shareholder meeting to approve the ESOP [2][3] - Voting will be conducted with separate counting for minority shareholders [2][3] Funding and Stock Sources - Funding for the ESOP will come from employees' legal salaries and self-raised funds, with no financial assistance from the company [4][5] - The stocks for the ESOP will be sourced from the company's repurchased shares [4][5] Pricing and Valuation - The purchase price for the shares under the ESOP is set at 4.49 yuan per share, which is 54.20% of the average repurchase price [6][8] - The pricing is designed to be fair and not detrimental to the company or its shareholders [8][9] Lock-up and Performance Assessment - The ESOP includes a lock-up period of 12, 24, and 36 months, with specific percentages of shares becoming available for release at each interval [9][10] - Performance assessments will be conducted annually from 2025 to 2027, with specific growth targets for revenue and net profit [10][11] Management and Governance - The ESOP will be managed by a committee elected by the participants, ensuring transparency and accountability [13][17] - The committee will oversee daily management and represent the interests of the participants [13][17] Rights and Obligations of Participants - Participants must comply with the ESOP regulations and cannot transfer their shares or use them as collateral during the lock-up period [19][20] - Participants have the right to attend meetings and vote on significant decisions regarding the ESOP [20][21]

General Principles - The rules are established to regulate the behavior of Guangdong Lingyi Intelligent Manufacturing Co., Ltd. and ensure shareholders can exercise their rights according to the Company Law and Securities Law [1][2] - The company must strictly follow legal and regulatory requirements when convening shareholder meetings [1][2] Shareholder Meeting Types - Shareholder meetings are categorized into annual and temporary meetings, with annual meetings held within six months after the end of the previous fiscal year [1][2] - Temporary meetings are called as needed, within two months of the occurrence of specific circumstances outlined in the Company Law [1][2] Meeting Convening Procedures - The board of directors is responsible for convening meetings within the specified timeframes [2][3] - Independent directors can propose temporary meetings, and the board must respond within ten days [3][4] Proposal and Notification - Proposals must fall within the scope of the shareholder meeting's authority and be clearly defined [7][8] - Shareholders holding more than 1% of shares can submit proposals ten days before the meeting [7][8] Meeting Conduct - Meetings must be held at the company's registered location and can utilize online methods for shareholder participation [20][21] - All shareholders or their proxies have the right to attend and vote at the meeting [20][21] Voting and Resolutions - Resolutions can be ordinary or special, with ordinary resolutions requiring a simple majority and special resolutions requiring two-thirds approval [36][38] - Voting must be conducted in a transparent manner, with results announced immediately [46][47] Record Keeping - Meeting records must be maintained for at least ten years, documenting all relevant details including attendance and voting results [34][35] Legal Compliance - Any disputes regarding the legality of the meeting or resolutions can be brought to court, but the resolutions must be executed until a court ruling is made [23][24] Implementation - The rules take effect upon approval by the shareholder meeting and are subject to interpretation by the board of directors [57]

广东领益智造股份有限公司 董事会专门委员会工作细则 广东领益智造股份有限公司 （二）战略与发展委员会委员及其工作小组成员人选，由公司董事长、二分之一以上独 立董事或三分之一以上董事提名，经董事会选举产生。 （三）战略与发展委员会设召集人一名，由董事长担任，负责主持委员会工作；召集人 在委员内选举，并报请董事会批准产生。 （2025 年 6 月） 第一章 总则 第一条 为规范广东领益智造股份有限公司（以下简称"公司"）董事会专门委员会工作， 确保董事会专门委员会的工作效率和科学决策，健全公司的法人治理结构，根据《中华人民 共和国公司法》《中华人民共和国证券法》《上市公司治理准则》《深圳证券交易所股票上 市规则》以及《广东领益智造股份有限公司公司章程》（以下简称"《公司章程》"）、《董 事会议事规则》等相关规定，制定本细则。 第二条 董事会各专门委员会是董事会下设的专门委员会，对董事会负责，向董事会报 告。公司董事会专门委员会包括：战略与发展委员会、审计委员会、提名委员会、薪酬与考 核委员会。 第三条 公司董事会专门委员会委员由公司董事担任，由董事会选举产生。董事会各专 门委员会委员任期与董事会董事任期一致，委员 ...

广东领益智造股份有限公司 会计师事务所选聘制度 广东领益智造股份有限公司 （2025 年 6 月） 第一章 总 则 第一条 为规范广东领益智造股份有限公司（以下简称"公司"）选聘（含续聘、改聘） 会计师事务所的行为，切实维护股东利益，提高财务信息质量，根据《中华人民共和国公司 法》《中华人民共和国证券法》《深圳证券交易所股票上市规则》《国有企业、上市公司选 聘会计师事务所管理办法》等相关法律、行政法规、规范性文件及《公司章程》的有关规定， 结合公司实际情况，制定本制度。 第二条 本制度所称选聘、改聘会计师事务所，是指根据相关法律法规要求，聘任会计 师事务所对年度财务会计报告发表审计意见、出具审计报告的行为。 第三条 公司选聘会计师事务所应经董事会审计委员会（以下简称"审计委员会"）审核 后，报经董事会和股东会审议。公司不得在董事会、股东会审议前聘请会计师事务所开展审 计业务。 第四条 公司控股股东、实际控制人不得在公司董事会、股东会审议前，向公司指定会 计师事务所，不得干预审计委员会独立履行审核职责。 第二章 会计师事务所执业质量要求 第五条 公司选聘的会计师事务所应当符合《中华人民共和国证券法》规定的业务资 ...

General Principles - The company establishes a management system for external guarantees to regulate its guarantee behavior and prevent financial risks [1][2] - External guarantees refer to the guarantees provided by the company for others, including guarantees for subsidiaries [1][2] - The company must adhere to principles of legality, prudence, mutual benefit, and safety in providing guarantees [2] Review of Guarantee Objects - The company can provide guarantees to legal entities with independent legal status that meet specific conditions, such as having significant business relationships with the company [7] - The board of directors must assess the credit status of the applicant and analyze the benefits and risks before deciding on guarantees [8][9] - The applicant's credit information must include basic company data, guarantee application details, audited financial reports, and any ongoing significant litigation [9] Approval Procedures - The highest decision-making body for external guarantees is the shareholders' meeting, while the board of directors exercises decision-making authority based on the company's articles of association [13] - Guarantees exceeding 10% of the company's latest audited net assets require shareholder approval [16] - Related directors or shareholders must abstain from voting on guarantee matters where they have a conflict of interest [16] Contractual Obligations - Written guarantee and counter-guarantee contracts must be established, including necessary legal content as per the Civil Code [19] - The company must conduct thorough reviews of the main contract and guarantee contract to avoid unreasonable obligations [19][20] - If the debt guaranteed needs an extension, it must be treated as a new external guarantee, requiring a new approval process [35] Risk Management - The finance department is responsible for assessing the risk of the guaranteed entity, including its asset quality and credit status [24] - The company must monitor the financial status of the guaranteed entity regularly and report any significant changes to the board [11] - If the guaranteed entity shows signs of losing its ability to fulfill its debt obligations, the company must take necessary measures to control risks [12][13] Accountability - The company must strictly follow the established system for external guarantees, with penalties for those who violate procedures or cause losses [38][39] - Individuals who exceed their authority in signing guarantee contracts will be held accountable [39] - The company must take administrative actions against those who cause losses due to negligence or failure to perform their duties [39][40]

广东领益智造股份有限公司 A 股募集资金专项存储及使用管理制度 广东领益智造股份有限公司 A 股募集资金专项存储及使用管理制度 （2025 年 6 月） 第一章 总则 第一条 为规范广东领益智造股份有限公司（以下简称"公司"）A 股募集资金的管理和 使用，最大限度地保障公司、股东、债权人及其他利益相关人的合法权益，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》"） 《上市公司证券发行管理办法》 《上市公司监管指引第 2 号—上市公司募集资金管理和使用 的监管要求》《深圳证券交易所股票上市规则》 （以下简称"《股票上市规则》"）及《深圳证 券交易所上市公司自律监管指引第 1 号—主板上市公司规范运作》等法律法规和《广东领益 智造股份有限公司章程》（以下简称"《公司章程》"）的规定和要求，结合公司实际情况， 特制定本制度。 本制度仅适用于公司在境内公开发行证券以及非公开发行证券的募集资金管理。 第六条 公司募集资金应当专款专用。公司使用募集资金应当符合国家产业政策和相关 法律法规，践行可持续发展理念，履行社会责任，原则上应当用于主营业务，有利于增强公 ...

Core Viewpoint - The credit rating for Suzhou Shansheng Electronics Co., Ltd. and its convertible bond "Shansheng Convertible Bond" remains stable at "A+" following a recent evaluation by China Chengxin International Credit Rating Co., Ltd. [1][2] Previous Rating Situation - The previous credit rating for the company was "A+" with a stable outlook, and the same rating applied to the "Shansheng Convertible Bond" [1] - The last rating was conducted on June 21, 2024, by China Chengxin [1] Current Rating Situation - On June 20, 2025, the rating agency issued a follow-up credit rating report confirming the company's credit rating as "A+" and maintaining a stable outlook for both the company and the "Shansheng Convertible Bond" [2] - The current rating results show no changes compared to the previous evaluation [2] - The detailed credit rating report has been disclosed on the Shanghai Stock Exchange website [2]

Core Viewpoint - The company, Kunshan Kosen Technology Co., Ltd., is undergoing an asset recovery process involving its wholly-owned subsidiary, Kunshan Yuancheng Electronic Materials Co., Ltd., with a total compensation amount of RMB 117.87682 million aimed at revitalizing land resources and promoting industrial transformation [1][2]. Transaction Overview - The transaction involves the recovery of assets including land, buildings, and ancillary facilities located in the Kunshan Economic and Technological Development Zone, with a land area of 39,090 square meters [2][5]. - The compensation amount of RMB 117.87682 million is significantly higher than the book value of the assets, which is RMB 57.7619 million [3][4]. Asset Recovery Details - The assets being recovered have a market valuation of RMB 69.0553 million as of April 5, 2025, according to the appraisal reports [4]. - The agreement stipulates that the company must transfer the land use rights and property ownership certificates to the recovery authority within five working days after receiving the first payment [6][7]. Financial Impact - The asset recovery is expected to have a positive impact on the company's financial situation, potentially increasing pre-tax profits by approximately RMB 48 million [7][8]. - The company has already relocated its operations to other facilities, ensuring that production and business activities remain unaffected by this asset recovery [7].

Summary of Key Points Core Viewpoint - The company has completed certain fundraising investment projects and plans to permanently supplement its working capital with the remaining funds, while also postponing some investment projects [1][9]. Fundraising Overview - The company raised a total of RMB 640.32 million through its initial public offering, with a net amount of RMB 571.48 million after deducting underwriting fees and other expenses [1]. - The funds have been deposited into a dedicated account, and a tripartite supervision agreement has been signed with the underwriter and the bank [1]. Fund Usage and Project Completion - The company has approved the use of excess funds amounting to RMB 67.70 million for the construction of a new high-speed module production line, with a total project investment of RMB 147.20 million [2]. - As of May 31, 2025, the cumulative investment in the fundraising projects is as follows: total investment of RMB 650.98 million, with RMB 571.48 million planned from fundraising, and an 80.63% completion rate [2]. Project Completion and Surplus Funds - The projects "Mianyang Industrial Base Expansion" and "High-Speed Module Production Line" have reached a usable state, allowing for their completion [4]. - The surplus funds from these projects, amounting to RMB 37.99 million, will be transferred to the company's general bank account to permanently supplement working capital [5]. Project Delay - The "R&D Innovation Center Upgrade" project has been postponed to April 30, 2026, to ensure alignment with the company's long-term strategic goals [6][8]. - The delay is based on a careful assessment of the project's progress and funding usage, ensuring that the investment content and total amount remain unchanged [7][8]. Approval Process - The board of directors and the supervisory board have approved the completion of certain fundraising projects and the use of surplus funds, confirming that these actions align with regulatory requirements and do not harm shareholder interests [8][9].

Core Points - The company has completed the investment projects "Mianyang Industrial Base Expansion Project" and "High-speed Line Module Production Line Project," and has decided to conclude these projects and permanently supplement the remaining funds into working capital [1][5][10] - The company plans to adjust the timeline for the "R&D Innovation Center Upgrade Project" due to its implementation progress [1][9][10] Fundraising Overview - The company raised a total of RMB 640.32 million through its initial public offering, with a net amount of RMB 571.48 million after deducting issuance costs [1][2] - The company has established a dedicated account for the raised funds and signed a tripartite supervision agreement with the sponsor and the bank [1][2] Fund Usage Status - As of May 31, 2025, the cumulative investment in the projects has reached 80.63% of the planned investment [4] - The remaining funds from the concluded projects will be used to enhance the company's liquidity and operational efficiency [6][8] Reasons for Fund Surplus - The surplus in project funds is attributed to careful management and cost control during the construction phase, ensuring quality while minimizing expenses [5][6] - The company has also generated interest income from temporarily idle funds, further contributing to the surplus [5][6] Impact of Fund Allocation - The decision to conclude the projects and allocate surplus funds to working capital aligns with the company's long-term development strategy and is expected to improve resource allocation and operational efficiency [8][11] - The company will maintain the dedicated fund account until all pending payments are settled [5][8] Project Delay Details - The timeline for the "R&D Innovation Center Upgrade Project" has been postponed to April 30, 2026, to ensure alignment with the company's strategic goals [9][10] - The delay is not expected to adversely affect the project's implementation or the company's overall operations [9][11]