The Company and all members of the Board of Directors hereby certify that the contents of this announcement are true, accurate, and complete, and that there are no false records, misleading statements, or material omissions.

Before revision

After revision

Article 3.14 Share Repurchase

Under the following circumstances, the Company may, in accordance with these Articles of Association and the procedures prescribed by the stock exchange on which its shares are listed, submit a request for approval to the relevant state authorities and repurchase its outstanding shares.

1. Reduction of the company’s registered capital;

2. Merging with other companies that hold shares in this company;

3. Use the shares for an employee stock ownership plan or equity incentive program;

4. Where a shareholder, dissenting from a resolution of the shareholders’ meeting to merge or split the company, requests that the company acquire its shares;

5. Use the shares to convert corporate bonds issued by the listed company that are convertible into shares;

6. Necessary for the listed company to safeguard its corporate value and the rights and interests of its shareholders.

The Company may repurchase its shares by one of the following methods:

1.   Securities Exchange Centralized auction trading method;

2. Method of offer;

3. Other methods approved by the China Securities Regulatory Commission.

Where the Company acquires its own shares pursuant to items (3), (5), and (6) of paragraph 1 of this Article, It shall be conducted through public centralized trading.

Under the following circumstances, the Company may, in accordance with these Articles of Association and the procedures prescribed by the stock exchange on which its shares are listed, submit a request for approval to the relevant state authorities and repurchase its outstanding shares.

1. Reduction of the company’s registered capital;

2. Merging with other companies that hold shares in this company;

3. Use the shares for an employee stock ownership plan or equity incentive program;

4. Where a shareholder, dissenting from a resolution of the shareholders’ meeting to merge or split the company, requests that the company acquire its shares;

5. Use the shares to convert corporate bonds issued by the listed company that are convertible into shares;

6. Necessary for the listed company to safeguard its corporate value and the rights and interests of its shareholders.

Add:

The circumstances referred to in paragraph 6 of the preceding article shall meet one of the following conditions:

(1) The company’s stock closing price is below the most recent per-share net asset value;

(2) Within any consecutive twenty trading days, the cumulative decline in the company’s stock closing price reaches 20 percent;

(3) The company’s stock closing price is less than 50% of the highest closing price of the stock in the most recent year;

(4) Other conditions stipulated by the China Securities Regulatory Commission.

The Company may repurchase its shares by one of the following methods:

1. Centralized auction trading method;

2. Method of offer;

3. Other methods approved by the China Securities Regulatory Commission.

Where the Company acquires its own shares pursuant to items (3), (5), and (6) of paragraph 1 of this Article, It shall be conducted through centralized bidding or Offer Method Proceed in accordance with the regulations.

Additional provision: Where a company meets the conditions set forth in paragraph 2 of this Article, the board of directors shall promptly ascertain whether any material events or other factors that could have a significant impact on the stock price exist, and shall proactively communicate and engage with shareholders, particularly small and medium-sized shareholders, through various channels, fully soliciting their views and requests regarding whether the company should undertake a share repurchase.

Article 3.15 Repurchase Procedure

Where the Company acquires its own shares pursuant to Clauses (1) and (2) of Paragraph 1 of Article 3.14 of these Articles of Association, Shall be resolved by the shareholders’ meeting. Where the Company acquires its own shares pursuant to Items (3), (5), and (6) of Article 3.14 of these Articles of Association, such acquisition shall be approved by a resolution passed at a board meeting attended by more than two-thirds of the directors.

Where the Company acquires its own shares pursuant to Clauses (1) and (2) of Paragraph 1 of Article 3.14 of these Articles of Association, The resolution shall be adopted by the Board of Directors in accordance with the law and submitted to the Shareholders’ Meeting for deliberation, and shall be approved by more than two-thirds of the voting rights held by the shareholders present at the meeting. Where the Company acquires its own shares pursuant to Items (3), (5), and (6) of Article 3.14 of these Articles of Association, such acquisition shall be approved by a resolution passed at a board meeting attended by more than two-thirds of the directors.

Article 5.13 Election of Directors and Supervisors

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When the controlling shareholder of a company holds more than 30% of the company’s shares, the shareholders’ meeting shall adopt a cumulative voting system for voting on proposals to elect directors and supervisors. Specifically, when the shareholders’ meeting is electing two or more directors or supervisors, each share held by shareholders (including proxy holders) entitled to vote shall carry a number of votes equal to the total number of directors or supervisors to be elected. Shareholders (including proxy holders) may either concentrate all their voting rights on a single candidate or distribute them among several candidates. The Board of Directors shall, in accordance with the provisions of these Articles of Association, formulate detailed rules for the implementation of the cumulative voting system for the election of directors (and supervisors), and implement such rules upon approval by the General Meeting of Shareholders.

…

The cumulative voting system shall be adopted in the following circumstances:

(1) Elect two or more independent directors;

(2) When a single shareholder and its persons acting in concert hold 30% or more of the company’s shares, the company shall elect two or more directors or supervisors.

When the shareholders’ meeting elects directors by cumulative voting, the votes for independent directors and non-independent directors shall be cast separately. If cumulative voting is not used for the election of directors or supervisors, each candidate for director or supervisor shall be proposed as a separate motion. The Board of Directors shall, in accordance with the provisions of these Articles of Association, formulate detailed rules for the implementation of the cumulative voting system for the election of directors (and supervisors), and implement such rules upon approval by the General Meeting of Shareholders.

Article 6.11 Resignation of Directors

A director may tender his or her resignation prior to the expiration of the term of office. Except where the director is unable to resign due to outstanding liabilities that have not yet been discharged, once a notice of resignation is submitted to the Board of Directors, such notice shall take effect immediately without the need for approval by the Shareholders’ Meeting or the Board of Directors. If the Chairman or a director who concurrently serves as the General Manager submits a resignation, such resignation shall take effect only upon completion of and approval following a departure audit. A director may not resign if such resignation is precluded by the existence of outstanding liabilities or obligations. Or leaving one’s post without authorization after failing the audit. Anyone who causes losses to the company shall be liable for compensation.

A director may tender his or her resignation prior to the expiration of the term of office. Except where the director is unable to resign due to outstanding liabilities that have not yet been discharged, once a notice of resignation is submitted to the board of directors, such notice shall take effect immediately without the need for approval by the general meeting of shareholders or the board of directors. If a director’s failure to resign due to outstanding liabilities results in losses to the company, the director shall be liable for compensation.

Article 6.17 Independent Directors

An independent director is a director who holds no other position within the company and has no relationships with the company or its major shareholders that could impair the director’s ability to exercise independent and objective judgment.

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The following persons shall not serve as independent directors:

　1. Individuals employed by the Company or its subsidiaries, as well as their immediate family members and principal social connections;

2. Natural person shareholders who directly or indirectly hold more than 1% of the company’s outstanding shares, or who are among the company’s top ten shareholders, as well as their immediate family members;

3. Shareholder entities that directly or indirectly hold more than 5% of the company’s outstanding shares, or individuals who serve in any of the company’s top five shareholder entities, as well as their immediate family members;

4. Individuals who, within the past year, have been in any of the first three circumstances listed above;

5. Individuals who provide financial, legal, consulting, or other services to the Company or its subsidiaries;

6. Other persons specified in the company’s articles of association;

7. Other persons as determined by the China Securities Regulatory Commission

…

Procedures for the Nomination, Election, and Replacement of Independent Directors:

　 1. The Board of Directors, the Supervisory Board, or any shareholder(s) holding, individually or collectively, the Company’s outstanding shares Shareholders holding more than 1% of the shares may nominate candidates for independent directors, who shall be elected by the shareholders’ meeting.

2.   Prior to nomination, the nominator of an independent director shall obtain the nominee’s consent. The nominator shall thoroughly review the nominee’s professional background, educational qualifications, titles, detailed work history, and all concurrent positions, and shall provide an opinion on the nominee’s eligibility and independence to serve as an independent director. The nominee, in turn, shall make a public statement confirming that no relationship exists between himself or herself and the company that could impair the nominee’s independent and objective judgment.

3. Prior to the convening of the shareholders’ meeting for the election of independent directors The company shall submit all relevant materials pertaining to the nominees to the stock exchange where the company’s shares are listed and traded. When convening a general meeting of shareholders to elect independent directors, the board of directors shall disclose whether any objections have been raised by the stock exchange with respect to the candidates for independent directorship.

5. Independent directors consecutively 3 If a director fails to attend board meetings in person on two occasions, the board shall propose to the shareholders’ meeting that the director be removed.

Except in the circumstances set forth above and in any other situations prohibited by the Company Law from serving as a director, an independent director may not be removed from office without just cause before the expiration of his or her term. If an independent director is removed prior to the end of the term, the company shall disclose such removal as a special disclosure item; moreover, if the removed independent director considers the company’s grounds for removal to be improper, he or she may issue a public statement to that effect.

6. Independent directors may resign before the expiration of their term. A resignation letter must be submitted in writing to the Board of Directors, setting forth any matters related to the resignation or any other circumstances that the director deems necessary to bring to the attention of the company’s shareholders and creditors. If, as a result of an independent director’s resignation, the proportion of independent directors on the Board falls below the statutory minimum requirement, such resignation shall take effect only upon the appointment of a successor to fill the vacancy.

In addition to the powers and duties conferred upon directors by the Company Law and other relevant laws and regulations, independent directors also possess the following special powers:

1. Material related-party transactions shall be submitted to the Board of Directors for deliberation only after being approved by the independent directors;

Prior to rendering their judgment, independent directors may engage an intermediary institution to issue an independent financial advisory report as the basis for their decision.

2. The appointment or dismissal of an accounting firm shall be submitted to the Board of Directors for deliberation only after being approved by the independent directors;

3. Propose to the Board of Directors the convening of an extraordinary general meeting;

4. Propose the convening of a board meeting;

5. Independently engage external auditing and consulting firms;

6. It is permissible to publicly solicit voting proxies from shareholders prior to the convening of the general meeting of shareholders.

The exercise of the aforementioned special powers by independent directors shall require the approval of more than half of all independent directors. If the aforementioned proposals are not adopted or the aforementioned powers cannot be exercised properly, the company shall disclose the relevant circumstances.

Independent directors shall provide independent opinions to the Board of Directors or the Shareholders’ Meeting on the following matters:

1. Nominating and appointing or removing directors;

2. Appointing or dismissing senior management personnel;

3. Remuneration of the company’s directors and senior management;

4. Whether the company’s shareholders, ultimate controllers, and their affiliated enterprises have engaged in borrowings or other fund transactions with the company that exceed RMB 3 million in aggregate or 5% of the company’s most recently audited net asset value, and whether the company has implemented effective measures to recover outstanding receivables;

5. Matters that the independent directors believe may harm the rights and interests of minority shareholders;

6. Other matters stipulated in the company’s articles of association.

To ensure that independent directors can effectively exercise their duties, the Company provides the following necessary conditions:

2. The Company shall provide the necessary working conditions for independent directors to discharge their duties. The Company Secretary shall actively assist independent directors in the performance of their duties. Where the independent opinions, proposals, and written statements issued by independent directors are required to be disclosed, the company secretary shall promptly arrange for such disclosure.

An independent director is a director who does not hold any other position within the company, and who has no direct or indirect conflict of interest with the company, its major shareholders, or its ultimate controlling person, nor any other relationship that could impair the director’s ability to make independent and objective judgments.

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The following persons shall not serve as independent directors:

1. Individuals employed by the Company or its subsidiaries, as well as their immediate family members and principal social connections;

2. Natural person shareholders who directly or indirectly hold more than 1% of the company’s outstanding shares, or who are among the company’s top ten shareholders, together with their immediate family members;

3. Shareholder entities that directly or indirectly hold more than 5% of the company’s outstanding shares, or individuals who serve in any of the company’s top five shareholder entities, together with their immediate family members;

4.  Individuals employed by subsidiaries of the company’s controlling shareholder and actual controller, as well as their immediate family members;

5.  Individuals who have material business dealings with the Company, its controlling shareholder, its ultimate controller, or their respective subsidiaries; or individuals who hold positions in entities that have material business dealings with the Company, or in such entities’ controlling shareholders or ultimate controllers.

6.  Personnel who provide financial, legal, consulting, underwriting, and other services to the Company, its controlling shareholder, its ultimate controller, or their respective affiliates, including, but not limited to, all members of the project teams of the intermediary institutions providing such services, review personnel at all levels, individuals who sign the reports, partners, directors, senior management personnel, and principal officers.

7.  Individuals who, within the past twelve months, have experienced any one of the first six circumstances listed above;

8. Other persons as determined by the China Securities Regulatory Commission

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Procedures for the Nomination, Election, and Replacement of Independent Directors:

1. The Board of Directors, the Supervisory Board, and shareholders who individually or collectively hold more than 1% of the company’s outstanding shares may nominate candidates for independent directors, subject to election by the General Meeting of Shareholders.

Investor protection institutions established in accordance with the law may publicly solicit shareholders to entrust them with the right to nominate independent directors on their behalf.

2. Independent director candidates shall make a statement and undertaking regarding their compliance with the requirements under applicable laws, regulations, and the relevant rules of the stock exchange concerning the qualifications, eligibility, and independence of independent directors.

The nominator of an independent director shall conduct a prudent verification of whether the candidate for independent director meets the eligibility requirements and qualifications for the position and whether any circumstances exist that might impair the candidate’s independence, and shall make a statement and undertaking regarding the results of such verification.

3 ．The company shall, at the latest, announce the convening of a meeting to elect independent directors.

When issuing a notice of the shareholders’ meeting, All relevant materials pertaining to the nominees shall be submitted to the stock exchange where the Company’s shares are listed and traded. When convening a general meeting of shareholders to elect independent directors, the Board of Directors shall disclose whether any objections have been raised by the stock exchange with respect to the candidates for independent directorship. The Company shall not submit to the Shareholders’ Meeting for election any independent director candidate who has been objected to by the stock exchange. If such a proposal has already been submitted to the Shareholders’ Meeting for consideration, it shall be withdrawn.

4. If an independent director fails to attend two consecutive board meetings in person and does not appoint another independent director to attend on their behalf, the board of directors shall, within thirty days from the date such failure occurs, propose convening a general meeting of shareholders to remove the independent director from office.

5 If an independent director, after assuming office, no longer meets the independence requirements or the qualifications for the position, such director shall immediately cease performing duties and resign. A resignation by an independent director may result in the proportion of independent directors on the company’s board of directors or its specialized committees falling below the levels prescribed by laws, regulations, or the company’s articles of association, or in a lack of accounting professionals among the independent directors. In such cases, the resignation shall take effect only upon the appointment of a successor director or supervisor to fill the vacancy created by the resignation.

If an independent director submits a resignation before the expiration of their term, they shall also include in the resignation letter a detailed explanation of any matters related to their resignation or any other matters that they deem necessary to bring to the attention of the company’s shareholders and creditors. The company shall disclose the reasons for the independent director’s resignation as well as any matters of concern.

In addition to the powers and duties conferred upon directors by the Company Law and other relevant laws and regulations, independent directors also possess the following special powers:

1. The following matters shall, after obtaining the approval of more than half of all independent directors of the company, be submitted to the Board of Directors for consideration:

(1) Related-party transactions that shall be disclosed;

(2) The plan for amending or waiving the commitments by the Company and related parties;

(3) Other matters as prescribed by laws and regulations, the relevant rules of the stock exchange, and the company’s articles of association.

2. Independent directors shall exercise the following special powers:

(1) Independently engage an intermediary agency to conduct an audit of the company’s specific matters,

Consultation or verification;

(2) Propose to the Board of Directors the convening of an extraordinary general meeting;

(3) Propose the convening of a board meeting;

(4) Publicly solicit shareholder rights from shareholders in accordance with the law;

(5) To express independent opinions on matters that may harm the interests of the company or minority shareholders;

(6) Other powers and functions as prescribed by laws and regulations, the rules of the stock exchange, and the company’s articles of association.

The exercise of the powers set forth in items (1) through (3) of the preceding paragraph by independent directors shall require the approval of more than half of all independent directors.

The company shall convene special meetings of the independent directors on a regular or irregular basis. With regard to the aforementioned Item 1 Article, Article Matters listed in Items (1) through (3) of Article 2 shall be reviewed by a special meeting of the independent directors.

To ensure that independent directors can effectively exercise their duties, the Company provides the following necessary conditions:

2. The Company shall provide the necessary working conditions for independent directors to discharge their duties. The Company Secretary shall actively assist independent directors in the performance of their duties. Where the performance of duties by independent directors involves information that is required to be disclosed, the company shall promptly arrange for such disclosure.

Article 8.3 Resignation

The General Manager and the Deputy General Managers may resign prior to the expiration of their terms of office. The specific procedures and methods for such resignations shall be governed by the employment contracts between the General Manager, the Deputy General Managers, and the Company. Upon submission of the resignation letter to the Board of Directors, the General Manager’s resignation shall only become effective upon completion of the exit audit. Any individual who resigns without undergoing the required exit audit and thereby causes losses to the Company shall be liable for compensation.

The General Manager and the Deputy General Managers may resign prior to the expiration of their terms of office. The specific procedures and methods for such resignations shall be governed by the employment contracts between the General Manager, the Deputy General Managers, and the Company.

Article 11.2 Distribution of After-Tax Profits

Following the resolution on the profit distribution plan by the company’s shareholders’ meeting, the board of directors shall complete the distribution of dividends (or shares) within two months after the convening of the shareholders’ meeting.

……

When formulating the annual profit distribution plan, the company shall comprehensively consider such factors as the characteristics of its industry, its stage of development, its business model, its profitability, its cash flow position, and whether there are any significant capital expenditure commitments. The aforementioned profit distribution plan must be approved by a majority of all directors. Furthermore, after the independent directors have expressed a clear opinion on this, Only then can it be submitted for consideration by the shareholders’ meeting.

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During the process of studying and substantiating adjustments to the profit distribution policy, the company’s board of directors shall give full consideration to Independent Director and the views of minority and small shareholders; the revised profit distribution policy shall not violate the relevant regulations of the China Securities Regulatory Commission and the stock exchanges.

The adjusted profit distribution policy, upon approval by a majority of all directors, Furthermore, the independent directors have expressed a clear opinion. Only after such approval may the proposal be submitted to the shareholders’ meeting for deliberation. When the shareholders’ meeting deliberates the revised profit distribution policy, the voting procedures shall comply with the relevant regulations of the China Securities Regulatory Commission and the stock exchanges, and the proposal must be approved by more than two-thirds of the voting rights held by the shareholders present (including shareholder proxies).

After the company’s shareholders’ meeting adopts a resolution on the profit distribution plan, Alternatively, the Company’s Board of Directors may formulate a specific plan based on the interim dividend conditions and cap for the following year as approved at the Annual General Meeting. , the distribution of dividends (or shares) must be completed within two months.

When formulating the annual profit distribution plan, the Company shall comprehensively consider such factors as the characteristics of its industry, its stage of development, its business model, its profitability, its cash flow position, and whether there are any significant capital expenditure commitments. The aforementioned profit distribution plan shall be submitted to the Shareholders’ Meeting for deliberation only after it has been approved by a majority of all directors.

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Add: Independent directors believe that the specific cash dividend plan may harm the listed company or

shall have the right to express an independent opinion on the rights and interests of minority shareholders. The board of directors shall, with respect to the independent directors,

Where opinions are not adopted or are not fully adopted, such shall be recorded in the board resolution.

The independent directors’ opinions and the specific reasons for non-acceptance shall be disclosed.

Additional provision: When the Company convenes its Annual General Meeting to deliberate and approve the annual profit distribution plan, it may also deliberate and approve the conditions, maximum ratio, and maximum amount for the interim cash dividend for the following year. The upper limit for the interim dividend for the following year as deliberated at the Annual General Meeting shall not exceed the net profit attributable to the shareholders of the listed company for the corresponding period. The Board of Directors shall, in accordance with the resolution of the Annual General Meeting and subject to the conditions for profit distribution, formulate a specific interim dividend plan.

In the course of reviewing and deliberating on adjustments to the profit distribution policy, the company’s board of directors shall give full consideration to the views of minority and small shareholders; moreover, the adjusted profit distribution policy must not violate the relevant regulations of the China Securities Regulatory Commission and the stock exchanges.

The revised profit distribution policy shall be submitted to the shareholders’ meeting for deliberation only upon approval by a majority of all directors. When the shareholders’ meeting deliberates the revised profit distribution policy, the voting procedures shall comply with the relevant regulations of the China Securities Regulatory Commission and the stock exchanges, and the proposal must be approved by more than two-thirds of the voting rights held by the shareholders present (including shareholder proxies).