Core Viewpoint - The document outlines the management system for subsidiaries of Shenzhen Beiliang Technology Co., Ltd., emphasizing compliance with laws and regulations, financial management, operational efficiency, and alignment with the company's long-term strategic goals [1][2]. Group 1: Management Objectives - Ensure subsidiaries comply with national laws and regulations for legal operations [4] - Safeguard the safety and integrity of subsidiary assets [4] - Guarantee the authenticity, accuracy, and completeness of financial reports and related information from subsidiaries [4] - Enhance operational efficiency and effectiveness of subsidiaries [4] - Align subsidiary operations with the company's long-term development plans and strategic direction [4] Group 2: Governance Structure - Subsidiaries must establish governance structures in accordance with the Company Law and their own articles of association [6] - Subsidiaries are required to have a board of directors or a single director, with the number of members determined by their articles of association [7] - The board of directors is responsible for reporting to shareholders, executing shareholder decisions, and formulating operational plans and financial budgets [8] Group 3: Financial Management - Subsidiaries must establish financial management systems in compliance with national laws and regulations, subject to approval by the company's finance department [6] - Monthly financial reports must be submitted to the company's finance department by the 10th of each month, including operational reports and financial statements [15] - Any changes in accounting policies or estimates must be reported to the company for approval [17] Group 4: Operational Management - Subsidiaries must adhere to national laws and regulations in their operations and align their management goals with the company's overall development plan [18] - The general manager of the subsidiary is responsible for preparing annual work reports and operational plans for approval [19] - Significant operational and financial matters must be reported to the company in a timely manner [25] Group 5: Internal Audit and Supervision - The company conducts regular or irregular audits of subsidiaries, focusing on financial audits and compliance with internal control systems [26] - Subsidiaries must cooperate with audits and implement corrective measures based on audit findings [29] - The company may conduct routine checks to ensure compliance with governance structures and financial management [30] Group 6: Performance Evaluation and Incentives - Subsidiaries are required to establish performance evaluation and incentive systems to motivate management and staff [31] - Annual evaluations of senior management must be conducted, with the finance department having the authority to evaluate financial personnel [33] - The company reserves the right to propose penalties for management personnel who fail to fulfill their responsibilities, leading to losses for the company or subsidiaries [34]

Core Viewpoint - The document outlines the independent director working system of Shenzhen Beike Technology Co., Ltd., emphasizing the importance of independent directors in corporate governance and the protection of shareholders' rights, particularly for minority shareholders [1][2]. General Provisions - Independent directors must not hold any other positions within the company and should have no direct or indirect interests that could affect their independent judgment [2]. - The proportion of independent directors on the board must not be less than one-third, including at least one accounting professional [2]. Qualifications of Independent Directors - Candidates for independent directors must meet various legal and regulatory requirements, including having no recent legal violations or significant negative records [5][6]. - Independent directors should possess relevant professional knowledge and experience, with a minimum of five years in legal, accounting, or economic fields [8][9]. Nomination, Election, and Replacement - The nomination of independent directors can be initiated by the board, audit committee, or investor protection organizations, ensuring no conflicts of interest [11][12]. - Independent directors serve a term aligned with other board members, with a maximum continuous service of six years [15][16]. Responsibilities and Performance - Independent directors are responsible for participating in board decisions, supervising potential conflicts of interest, and providing professional advice to enhance decision-making [18][19]. - They have special rights, including the ability to hire external consultants and propose meetings [19][20]. Performance Assurance - The company must provide necessary support and resources for independent directors to fulfill their duties effectively [31][32]. - Independent directors are entitled to equal access to information and should be informed of company operations regularly [32][33]. Reporting and Documentation - Independent directors must submit annual reports detailing their activities, including attendance at meetings and interactions with shareholders [30][31]. - The company is required to maintain records of independent directors' activities for at least ten years [13][14].

Core Points - The article outlines the implementation details of the cumulative voting system for the Shenzhen Beike Technology Co., Ltd. shareholder meeting, aimed at enhancing corporate governance and protecting minority shareholders' rights [2][3][4] Chapter Summaries Chapter 1: General Provisions - The cumulative voting system allows shareholders to have voting rights equal to the number of directors to be elected, which can be concentrated [3] - The term "directors" includes both independent and non-independent directors, with employee representatives elected through democratic means [3][4] Chapter 2: Nomination of Director Candidates - The nomination process allows the board nomination committee to recommend non-independent director candidates, while shareholders holding over 1% of shares can propose candidates [4] - Independent directors are nominated by the board or shareholders holding over 1% of shares [4] Chapter 3: Voting and Election of Directors - Independent and non-independent directors are elected separately, with voting rights calculated based on the number of shares held multiplied by the number of directors to be elected [5] - The election process ensures that the number of independent directors meets regulatory requirements, and the voting process is clearly defined to avoid invalid votes [6][7] Chapter 4: Supplementary Provisions - Any matters not covered by these rules will follow relevant national laws and the company's articles of association [7] - The board of directors is responsible for interpreting these rules and can modify them as necessary, subject to shareholder approval [7]

第三条 按照投资期限的长短，公司对外投资分为短期投资和长期投资。 短期投资主要是指公司购入的能随时变现且持有时间不超过一年（含一年）的投 资，包括各种股票、债券、基金、分红型保险等。 长期投资主要是指投资期限超过一年，不能随时变现或不准备变现的各种投资， 包括债券投资、股权投资和其他投资等，包括但不限于： 深圳市倍轻松科技股份有限公司 对外投资管理制度 深圳市倍轻松科技股份有限公司 对外投资管理制度 第一章 总则 第一条 为规范深圳市倍轻松科技股份有限公司（以下简称"公司"）的对外投 资行为，有效控制公司对外投资风险，提高对外投资效益，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》）、 《上市公司治理准则》《上海证券交易所科创板股票上市规则》《上海证券交易所科 创板上市公司自律监管指引第 1 号—规范运作》等法律法规和《深圳市倍轻松科技股 份有限公司章程》（以下简称《公司章程》）的有关规定，修订本制度。 第二条 本制度所称对外投资，是指公司为获取未来收益而将一定数量的货币资 金、股权及经评估后的实物或无形资产等作价出资，对外进行各种形式的投资活动。 （一）公 ...