General Principles - The company establishes an insider information reporting system to regulate insider information management and enhance confidentiality, in accordance with relevant laws and regulations [1][2] - The system applies to all departments, subsidiaries, and companies that the company can significantly influence [1] Definition of Insider Information - Insider information refers to non-public information that could significantly impact the company's operations, finances, or market price of its securities [1][2] - It includes information as defined in the Securities Law and other significant events recognized by regulatory authorities [1] Insider Information Knowledgeable Persons - Insider information knowledgeable persons include company directors, senior management, major shareholders, and others who can access insider information due to their roles or relationships with the company [2][3] Confidentiality Responsibilities - Knowledgeable persons are obligated to maintain confidentiality before the public disclosure of insider information [3][4] - The company must limit the number of knowledgeable persons to the smallest possible scope before disclosure [3] Record Management of Knowledgeable Persons - The company must maintain a record of knowledgeable persons, including their identities, roles, and the circumstances under which they accessed insider information [4][5] - Specific events such as major asset restructuring or significant share transfers require the submission of knowledgeable persons' records [4][5] Responsibilities of the Board - The board of directors is responsible for ensuring the accuracy and completeness of the knowledgeable persons' records, with the chairman being the primary responsible person [5][6] - The board secretary handles the registration of these records [5] Monitoring and Reporting - The company must conduct self-checks on insider trading activities and report any violations to regulatory authorities within two working days [8][9] - Knowledgeable persons' records and significant event memoranda must be submitted to the Shanghai Stock Exchange within five trading days after the initial public disclosure [8][9] Accountability for Violations - Violations of the insider information management system may result in penalties, and serious cases may be referred to judicial authorities for criminal prosecution [9][10]

Core Points - The document outlines the independent director system of Zhuzhou Oke Yi Numerical Control Precision Tool Co., Ltd, aiming to enhance corporate governance and protect the rights of all shareholders, especially minority shareholders [2][3][4] Group 1: Independent Director Definition and Responsibilities - Independent directors are defined as those who do not hold any other positions in the company and have no direct or indirect interests that could affect their independent judgment [3] - Independent directors have a duty of loyalty and diligence to the company and all shareholders, and they must perform their roles in decision-making, supervision, and professional consultation [3][4] - The company will appoint two independent directors, including at least one accounting professional, to ensure adequate expertise [4][5] Group 2: Appointment and Qualifications - Independent directors must meet specific qualifications, including independence, relevant work experience, and good personal character [8][9] - Individuals with significant relationships with the company or its major shareholders are prohibited from serving as independent directors [6][9] - The nomination and election of independent directors can be proposed by the board or shareholders holding more than 1% of the company's shares [11][12] Group 3: Duties and Powers - Independent directors have the authority to participate in board decisions, supervise potential conflicts of interest, and provide professional advice to enhance decision-making [20][21] - They can independently hire intermediaries for audits or consultations and propose the convening of shareholder meetings [21][22] - Independent directors must report their activities and findings to the board and disclose their opinions on significant matters [27][29] Group 4: Support and Resources - The company is required to provide necessary working conditions and support for independent directors to fulfill their duties effectively [31][32] - Independent directors should have equal access to information as other board members and receive timely updates on company operations [32][33] - The company must cover the costs incurred by independent directors when hiring professional services [35]

Core Points - The document outlines the rules for the board of directors of Zhuzhou Oke Yi Numerical Control Precision Tool Co., Ltd, aiming to standardize decision-making processes and enhance operational efficiency [2][3] - The board is responsible for major corporate decisions, including operational plans, profit distribution, and significant investments, and must adhere to the Company Law and the company's articles of association [2][4] Chapter 1: General Principles - The board of directors is established according to the Company Law and is accountable to the shareholders' meeting [2] - The board consists of a chairman and may include a vice chairman, elected by a majority of the board members [2][3] Chapter 2: Powers of the Board - The board has the authority to convene shareholder meetings, execute resolutions, and determine operational plans and investment strategies [4][5] - Major transactions exceeding certain thresholds must be reviewed and approved by the board and, in some cases, the shareholders' meeting [3][4] Chapter 3: Meeting Procedures - The board must meet at least twice a year, with meetings called by the chairman [6][7] - A notice of the meeting must be sent to all directors at least 10 days in advance, detailing the date, location, and agenda [7][8] Chapter 4: Meeting Conduct - A quorum requires the presence of more than half of the directors, and decisions are made by a majority vote [8][9] - Directors must disclose any conflicts of interest related to agenda items and cannot vote on matters where they have a conflict [9][10] Chapter 5: Resolutions and Records - Meeting records must include details such as the date, attendees, agenda, and voting results, and must be signed by the participants [10][11] - The board secretary is responsible for maintaining these records for a period of 10 years [11] Chapter 6: Supplementary Provisions - Any matters not covered by these rules will be governed by relevant national laws and the company's articles of association [11]

Core Points - The article outlines the external guarantee management system of Zhuzhou Oke Yi CNC Precision Tool Co., Ltd, aimed at protecting investors' rights and preventing guarantee risks [1][2][3] Group 1: General Principles - The external guarantee refers to the guarantees provided by the company for others, including those for its subsidiaries, and must adhere to principles of legality, prudence, mutual benefit, and safety [1][2] - The total amount of external guarantees includes those provided by the company and its subsidiaries, and subsidiaries must report guarantee matters to the company five working days in advance [1][2] Group 2: Decision-Making Authority - External guarantee matters must be reviewed and approved by the board of directors or the shareholders' meeting, with specific voting requirements outlined for both [2][3] - Certain guarantees exceeding specified thresholds, such as 50% of the latest audited net assets or 30% of total assets, require shareholder approval [3][4] Group 3: Application and Review Process - The company must conduct a thorough assessment of the credit status of the guaranteed party and evaluate the associated risks before deciding on a guarantee [13][14] - The finance department is responsible for the initial review and daily management of guarantee applications, while the legal department ensures compliance [14][15] Group 4: Daily Management and Risk Control - The company must establish written contracts for guarantees, and the finance department is tasked with ongoing monitoring of the financial status of the guaranteed parties [24][25] - If a guaranteed party fails to fulfill its debt obligations, the company must take necessary remedial actions and initiate recovery procedures [28][29]

Core Viewpoint - The company, Zhuzhou Oke Carbide Precision Tool Co., Ltd., has announced a differentiated cash dividend distribution plan for its shareholders, which was approved at the 2024 annual general meeting held on May 22, 2025 [1]. Group 1: Dividend Distribution Plan - The company plans to distribute a cash dividend of RMB 0.15 per share, with a total share capital of 158,781,708 shares, excluding 23,629,756.20 shares held in the repurchase account [2]. - The differentiated dividend plan specifies that for every 10 shares held, shareholders will receive a cash dividend of RMB 1.5 (including tax), with no bonus shares or capital reserve conversion [1][2]. - The reference price for the ex-dividend date will be calculated as the previous closing price minus the cash dividend of RMB 0.1488 per share, as the circulating shares will not change [2]. Group 2: Tax Implications - For individual shareholders holding shares for more than one year, the dividend income is exempt from individual income tax, resulting in an actual cash dividend of RMB 0.15 per share [5]. - For shares held for one year or less, the company will not withhold individual income tax at the time of distribution, but tax will be calculated and withheld upon the transfer of shares [5]. - For Qualified Foreign Institutional Investors (QFIIs), a 10% withholding tax will apply, resulting in an actual cash dividend of RMB 0.135 per share after tax [6]. Group 3: Implementation Details - The cash dividends will be distributed through China Securities Depository and Clearing Corporation Limited, Shanghai Branch, to shareholders registered by the ex-dividend date [2]. - Shares held in the repurchase account will not participate in the profit distribution [3]. - Shareholders who have not completed designated transactions will have their dividends held by China Securities Depository and Clearing Corporation until the transactions are completed [2].

Group 1 - The legal opinion is issued regarding the differentiated equity distribution for the year 2024 by Zhuzhou Oke Yi CNC Precision Tool Co., Ltd. [1][2] - The company plans to use its own funds to repurchase shares through centralized bidding, with a total amount between RMB 30 million and RMB 60 million, within a period not exceeding 12 months [4][5]. - As of June 27, 2025, the company has repurchased 1,250,000 shares, accounting for 0.79% of the total share capital [4]. Group 2 - The proposed differentiated equity distribution plan includes a cash dividend of RMB 1.5 per 10 shares, with a total cash dividend amounting to RMB 23,629,756.20 [4][5]. - The total number of shares participating in the distribution is calculated by deducting the repurchased shares from the total share capital, resulting in 157,531,708 shares eligible for the dividend [5][6]. - The impact of the differentiated equity distribution on the reference price for ex-dividend is minimal, with an absolute value change of less than 1% [6]. Group 3 - The legal opinion concludes that the differentiated equity distribution complies with relevant laws and regulations, and does not harm the interests of the company or its shareholders [6]. - The legal opinion is valid upon signature and seal by the law firm, and is issued in three copies with equal legal effect [6].