Iceberg Cold & Heat Technology Co., Ltd.

Rules of Procedure for Shareholders’ Meetings

(To be First Extraordinary Meeting of 2025 Shareholder big Will deliberate )

 

Chapter One General Provisions

Article 1 To standardize the iceberg Cold and Hot Technology Co., Ltd. ( “Company” ) To ensure that the shareholders’ meeting exercises its powers in accordance with the law, these Rules are hereby formulated in accordance with the Company Law of the People’s Republic of China (hereinafter referred to as the “Company Law”) and the Securities Law of the People’s Republic of China (hereinafter referred to as the “Securities Law”).

Article 2 These Rules shall apply to the convening, proposal submission, notice issuance, and holding of the Company’s Shareholders’ Meeting.

Article 3 The company shall convene shareholders’ meetings in strict accordance with the relevant provisions of laws, administrative regulations, the company’s articles of association, and these Rules, so as to ensure that shareholders can exercise their rights in accordance with the law.

         The board of directors of the company shall faithfully discharge its duties and diligently convene shareholders’ meetings in a timely manner. All directors of the company shall exercise due diligence and fulfill their responsibilities to ensure that shareholders’ meetings are duly convened and that the board exercises its powers in accordance with the law.

Article 4 The shareholders’ meeting shall exercise its powers within the scope prescribed by the Company Law and the company’s articles of association.

Article 5 Shareholders’ meetings are divided into annual shareholders’ meetings and extraordinary shareholders’ meetings. The annual shareholders’ meeting shall be held once a year, within six months after the end of the preceding fiscal year. Extraordinary shareholders’ meetings are convened on an irregular basis and shall be convened when any of the following circumstances set forth in Article 113 of the Company Law arises: In the situation The extraordinary general meeting of shareholders shall be convened within two months. If the company is unable to convene the general meeting within the aforementioned period, it shall report the reasons to the Dalian Regulatory Bureau of the China Securities Regulatory Commission and the Shenzhen Stock Exchange, and make a public announcement thereof.

(1) When the number of directors is less than two-thirds of the number prescribed by the Company Law or by the articles of association;

(2) When the company’s accumulated losses amount to one-third of its total share capital;

(3) Upon request by a shareholder or shareholders who, individually or collectively, hold more than ten percent of the company’s shares;

(4) When the Board of Directors deems it necessary;

(5) When the Audit Committee proposes to convene a meeting;

(6) Other circumstances prescribed by laws, administrative regulations, departmental rules, or the company’s articles of association.

   The number of shares held under the aforementioned Item (3) shall be calculated as of the date on which the shareholder submits the request.

Article 6 When a company convenes a shareholders’ meeting, it shall engage counsel to issue a legal opinion on the following matters and make such opinion publicly available:

(1) Whether the procedures for convening and holding the meeting comply with laws, administrative regulations, and the company’s… Articles of Association and The provisions of these Rules;

(2) Whether the qualifications of the attendees and the convener are lawful and valid;

(3) Whether the voting procedures and results of the meeting are lawful and valid;

(4) Legal opinions issued on other relevant matters as required by the Company.

Chapter 2    Nature and Powers of the Shareholders’ Meeting

Article 7 The Board of Directors shall convene the Shareholders’ Meeting in a timely manner within the time limit prescribed in Article 5 of these Rules.     

Article 8 With the approval of more than half of all independent directors, the independent directors shall have the right to propose to the Board of Directors the convening of an extraordinary general meeting of shareholders. With respect to such a proposal by the independent directors to convene an extraordinary general meeting of shareholders, the Board of Directors shall, in accordance with applicable laws, administrative regulations, and the Articles of Association, provide a written response—either approving or rejecting the convening of the extraordinary general meeting—within ten days of receipt of the proposal.

If the board of directors approves the convening of an extraordinary general meeting of shareholders, it shall issue a notice of the meeting within five days after adopting the board resolution; if the board of directors does not approve the convening of such a meeting, it shall state the reasons therefor and make a public announcement.

Article 9 The Audit Committee shall submit a written proposal to the Board of Directors for convening an extraordinary general meeting of shareholders. Upon receipt of such proposal, the Board of Directors shall, in accordance with applicable laws, administrative regulations, and the company’s articles of association, provide a written response within ten days indicating whether it approves or disapproves the convening of the extraordinary general meeting.

If the Board of Directors approves the convening of an extraordinary general meeting of shareholders, it shall issue a notice of the meeting within five days after the adoption of the board resolution; any changes to the original proposal contained in the notice shall be subject to the approval of the Audit Committee.

       If the Board of Directors refuses to convene an extraordinary general meeting of shareholders, or fails to provide a written response within ten days of receiving the proposal, such failure shall be deemed as the Board’s inability or refusal to perform its duty to convene the shareholders’ meeting, in which case the Audit Committee may convene and preside over the meeting on its own.

        Article 10 A shareholder or shareholders who, individually or collectively, hold more than ten percent of the company’s shares shall submit a written request to the Board of Directors for the convening of an extraordinary general meeting.

The board of directors shall, in accordance with the provisions of laws, administrative regulations, and the company’s articles of association, provide a written response within ten days of receiving the request, either approving or rejecting the convening of an extraordinary general meeting of shareholders.

If the Board of Directors approves the convening of an extraordinary general meeting of shareholders, it shall issue a notice of the meeting within five days after adopting the relevant board resolution; any amendment to the original request contained in such notice shall be subject to the consent of the relevant shareholders. If the Board of Directors does not approve the convening of an extraordinary general meeting of shareholders, or fails to provide a response within ten days of receiving the request, any shareholder or group of shareholders who, individually or collectively, hold more than ten percent of the company’s shares may propose to the Audit Committee that an extraordinary general meeting be convened by submitting a written request to the Audit Committee.

         If the Audit Committee approves the convening of an extraordinary general meeting of shareholders, it shall issue a notice of the meeting within five days of receiving the request; any amendments to the original request contained in the notice must be approved by the relevant shareholders.

If the Audit Committee fails to issue a notice of the shareholders’ meeting within the prescribed time limit, it shall be deemed that the Audit Committee has not convened and presided over the shareholders’ meeting; shareholders who, individually or collectively, hold more than 10% of the company’s shares for a continuous period of at least ninety days may convene and preside over the meeting on their own.

Article 11 If the Audit Committee or the shareholders decide to convene a shareholders’ meeting on their own, they shall notify the Board of Directors in writing and file such decision with the Shenzhen Stock Exchange.

       The Audit Committee or the convener of the shareholders’ meeting shall submit the relevant supporting documents to the Shenzhen Stock Exchange when issuing the notice of the shareholders’ meeting and publishing the announcement of the resolutions passed at the meeting.

Prior to the announcement of the shareholders’ meeting resolution, the proportion of shares held by the convening shareholders shall not be less than ten percent.

Article 12 The Board of Directors and the Company Secretary shall cooperate with shareholder meetings convened by the Audit Committee or by shareholders on their own initiative.

The board of directors shall provide the register of shareholders as of the record date. If the board fails to provide such register, the convener may, upon presentation of the relevant public announcement of the notice convening the shareholders’ meeting, apply to the securities registration and clearing institution for access to the register. The register obtained by the convener shall not be used for any purpose other than the convening of the shareholders’ meeting.

Article 13 The expenses necessary for meetings convened by the audit committee or by shareholders on their own initiative shall be borne by the company.

Chapter 3 Proposals and Notices for the Shareholders’ Meeting

         Article 14 The content of the proposal shall fall within the scope of the shareholders’ meeting’s authority, set forth clear agenda items and specific resolutions, and comply with applicable laws, administrative regulations, and the company’s articles of association.

Article 15 Shareholders who, individually or collectively, hold more than one percent of the company’s shares may submit a written notice of a proposed extraordinary motion to the convener no later than ten days before the shareholders’ meeting. Upon receipt of such notice, the convener shall issue a supplementary notice of the shareholders’ meeting within two days, publicly disclose the content of the proposed extraordinary motion, and submit the motion for consideration at the meeting. However, this shall not apply if the proposed extraordinary motion violates any applicable laws, administrative regulations, or the company’s articles of association, or falls outside the scope of the shareholders’ meeting’s authority. The company may not impose any higher shareholding threshold on shareholders seeking to submit such motions.

Except as provided in the preceding paragraph, after the convener has issued the notice of the shareholders’ meeting, it shall not amend any proposals already set forth in the notice or add new proposals.

The shareholders’ meeting shall not vote on or adopt resolutions with respect to any proposal that is not specified in the notice of the shareholders’ meeting or that does not comply with the provisions of Article 14.
       Article 16 The convener shall notify all shareholders by public announcement at least twenty days prior to the annual general meeting, and shall notify all shareholders by public announcement at least fifteen days prior to any extraordinary general meeting.

       Article 17 The notice of the shareholders’ meeting shall include the following:

    (1)   The time, place, and duration of the meeting;

    (2) Matters and proposals submitted for the meeting’s deliberation;

    (3) It is explicitly stated in writing that all holders of ordinary shares (including preferred shareholders whose voting rights have been restored) and holders of shares with special voting rights, among other shareholders, are entitled to attend the shareholders’ meeting and may appoint a proxy in writing to attend the meeting and vote on their behalf; such proxy need not be a shareholder of the company.

    (4) The record date for determining the shareholders entitled to attend the shareholders’ meeting;

     (5) Name and telephone number of the permanent contact person for conference affairs;

     (6) The timing and procedures for voting via the internet or other means.

The notice of the shareholders’ meeting and any supplementary notice shall fully and comprehensively disclose the specific content of all proposals, as well as all materials or explanations necessary to enable shareholders to make a reasonable assessment of the matters to be discussed.

Article 18 Where the shareholders’ meeting intends to deliberate the election of directors, the notice of the meeting shall fully disclose detailed information about the director candidates, including at a minimum the following:

(1) Personal information, including educational background, work experience, and part-time positions;

(2) Whether there is any affiliated relationship with the Company or its controlling shareholder(s) and actual controller(s);

(3) Number of shares held in the company;

(4) Whether the individual has been subject to penalties by the China Securities Regulatory Commission and other relevant authorities, as well as disciplinary actions by stock exchanges.

  Except where the cumulative voting system is used for the election of directors, each director candidate shall be proposed as a separate motion.

Article 19 The notice of the shareholders’ meeting shall specify the time and place of the meeting and designate a record date for shareholding. The interval between the record date and the date of the meeting shall not exceed seven business days. Once the record date has been determined, it may not be changed.

Article 20 Once notice of the shareholders’ meeting has been issued, the meeting may not be postponed or cancelled without just cause, and any proposals listed in the notice may not be withdrawn. Should a postponement or cancellation occur, the convener shall, at least two business days prior to the originally scheduled date of the meeting, issue a public announcement stating the reasons therefor.

Chapter Four    of the shareholders’ meeting Convene

Article 21 The company shall convene the shareholders’ meeting at its registered office.

The shareholders’ meeting shall be held in a physical venue in the form of an in-person meeting, and, in accordance with laws, administrative regulations, the rules of the China Securities Regulatory Commission, or the company’s articles of association, it shall employ secure, cost-effective, and convenient online and other alternative methods to provide convenience for shareholders.

Shareholders may attend the shareholders’ meeting in person and exercise their voting rights, or they may appoint another person to attend on their behalf and exercise their voting rights within the scope of the authorization.

Individual shareholders attending the meeting in person shall present their identity card or other valid identification documents or certificates that can verify their identity. Shareholders attending the meeting by proxy shall present their own valid identification and the shareholder’s power of attorney.

        Corporate shareholders shall be represented at the meeting by their legal representative or by an agent authorized by the legal representative. If the legal representative attends the meeting, he or she shall present his or her identity card, valid documentation proving his or her status as the legal representative, and proof of shareholding. If an agent attends the meeting, the agent shall present his or her own identity card and a written power of attorney duly issued by the legal representative of the corporate shareholder.

Chapter 22 item   The power of attorney issued by a shareholder authorizing another person to attend the shareholders’ meeting shall specify the following:

   (1) The name or title of the principal, the class and number of shares held in the company;

   (2) The name or title of the agent;

   (3) Specific instructions from the shareholder, including instructions to vote in favor, against, or abstain on each item on the agenda of the shareholders’ meeting;

   (4) Date of issuance and validity period of the power of attorney;

   (5) Signature (or seal) of the principal. If the principal is a corporate shareholder, the corporate seal shall be affixed.

Where a power of attorney is signed by an authorized representative on behalf of the principal, the authorization letter or other authorizing document conferring such authority shall be notarized. Both the notarized authorization letter or other authorizing document and the proxy voting power of attorney shall be kept at the company’s registered office or at such other place as specified in the notice convening the meeting.

If the principal’s authorization is unclear, or if the credentials submitted by the principal’s agent to verify the principal’s lawful identity and the existence of the agency relationship do not comply with applicable laws, regulations, or the company’s articles of association, thereby resulting in the disqualification of the principal or the agent from attending this meeting, the principal or the agent shall bear the corresponding legal consequences.

Article 23 The company shall clearly specify in the notice of the shareholders’ meeting the time and procedures for voting via online or other alternative methods.

The commencement of online or other forms of voting at the shareholders’ meeting shall not be earlier than the afternoon preceding the in-person meeting. The meeting shall commence at 3:00 p.m. and must not be later than 9:30 a.m. on the day the in-person shareholders’ meeting is held; its conclusion shall not be earlier than 3:00 p.m. on the day the in-person shareholders’ meeting adjourns.

Article 24 The board of directors and other conveners shall take necessary measures to ensure the orderly conduct of the shareholders’ meeting. With respect to any acts that disrupt the shareholders’ meeting, provoke trouble, or infringe upon the lawful rights and interests of shareholders, appropriate measures shall be taken to stop such conduct, and the matter shall be promptly reported to the relevant authorities for investigation and handling.

Article 25 All shareholders registered on the record date, or their proxies, shall be entitled to attend the shareholders’ meeting, and the company and the convener shall not refuse such attendance for any reason. Each share held by a shareholder entitles the holder to one vote at the shareholders’ meeting, except for shares of a special class. Shares of the company held by the company itself shall carry no voting rights.

The first Article 26   The company shall be responsible for maintaining the meeting register of attendees. The register shall record the names (or corporate names) of the attendees, their identification numbers, the number of shares with voting rights held by or on behalf of each attendee, and the names (or corporate names) of the principals represented, among other relevant details.

Article 27 The convener and the attorney shall, based on the shareholder register provided by the securities registration and clearing institution, jointly verify the legality of shareholders’ qualifications and record the names or titles of the shareholders as well as the number of shares with voting rights held by each. Shareholder registration shall be closed prior to the announcement by the chair of the meeting of the number of shareholders and proxies present in person and the total number of shares with voting rights held by them.

Article 28 Where the shareholders’ meeting requires directors and senior management to attend the meeting, such directors and senior management shall attend and respond to shareholders’ inquiries.

The first Article 29   The shareholders’ meeting shall be recorded, with the board secretary responsible for maintaining the minutes.

The meeting minutes record the following:

(1) The time, venue, agenda, and name or title of the convener of the meeting;

(2) The names of the meeting chairperson and the directors and senior management personnel attending the meeting as non-voting attendees;

(3) The number of shares held by domestic shareholders and domestic-listed foreign-invested shareholders who attend the shareholders’ meeting, as well as the number of shares held by ordinary shareholders (including preferred shareholders whose voting rights have been restored) and class shareholders, together with the respective percentages of such shares in the company’s total share capital;

(4) The deliberation process for each proposal, the key points of the statements made, and the voting results of domestic-shareholders and foreign-shareholders listed domestically, as well as those of common shareholders (including preferred shareholders whose voting rights have been restored) and class shareholders, on each resolution item;

(5) Shareholders’ inquiries, opinions, or suggestions, together with the corresponding responses or explanations;

(6) Names of the lawyer, vote counters, and poll watchers;

(7) Other matters that the company’s articles of association stipulate must be recorded in the minutes of the meeting.

 

The convener shall ensure that the minutes of the meeting are true, accurate, and complete. Directors attending or observing the meeting, the company secretary of the board, the convener or their representative, and the chairperson of the meeting shall sign the minutes. The minutes shall be kept together with the register of shareholders present in person, the powers of attorney for proxy attendance, and the valid records of voting conducted via online and other methods, and shall be retained for a period of no less than ten years.

Chapter 5    Shareholders’ Meeting Voting and resolutions

The first Thirty items   Resolutions of the shareholders’ meeting are classified as ordinary resolutions and special resolutions.

An ordinary resolution of the shareholders’ meeting shall be adopted by a majority of the voting rights held by the shareholders present at the meeting, including proxy holders.

A special resolution of the shareholders’ meeting shall be adopted by the voting rights held by the shareholders present at the meeting (including proxy holders). More than two-thirds passed.

　 The nth Article 31   The following matters shall be approved by the shareholders’ meeting by way of an ordinary resolution:

(1) The Board of Directors’ Work Report;

(2) The profit distribution plan and the loss-compensation plan proposed by the Board of Directors;

(3) The appointment and removal of board members, as well as their remuneration and the methods of payment thereof;

(4) Other matters, except those that, pursuant to laws, administrative regulations, or the company’s articles of association, must be approved by a special resolution.

The first Article 32   The following matters shall be approved by the shareholders’ meeting through a special resolution:

(1) The company increases or reduces its registered capital;

(2) The company’s division, spin-off, merger, dissolution, and liquidation;

(3) Amendment of the Articles of Association;

(4) The amount of major assets purchased or sold by the company, or guarantees provided to third parties, within a single year exceeds the company’s total audited assets as of the most recent period. 30% of;

(5) Equity Incentive Plan;

(6) Other matters that are prescribed by laws, administrative regulations, or the company’s articles of association, or that the shareholders’ meeting, by way of an ordinary resolution, determines will have a material impact on the company and therefore require adoption by a special resolution.

     The nth Article 33   Shareholders (including their proxies) shall exercise their voting rights in proportion to the number of voting shares they represent, with each share entitling its holder to one vote, except for shareholders of class shares.

When the shareholders’ meeting deliberates on material matters that affect the interests of small and medium-sized investors, votes cast by such investors shall be tallied separately. The results of the separate tally shall be promptly disclosed to the public.

Shares of the Company held by the Company itself carry no voting rights, and such shares shall not be included in the total number of shares entitled to vote at shareholders’ meetings.

Where a shareholder acquires voting shares of the company in violation of Paragraphs 1 and 2 of Article 63 of the Securities Law, the voting rights attached to such shares exceeding the prescribed proportion shall be suspended for a period of thirty-six months from the date of acquisition, and such shares shall not be included in the total number of voting shares present at the shareholders’ meeting.

The company’s board of directors, independent directors, shareholders holding more than one percent of the voting shares, or investor protection institutions established in accordance with laws, administrative regulations, or the provisions of the China Securities Regulatory Commission may publicly solicit shareholder voting rights. Such solicitation must fully disclose to the shareholders being solicited specific information, including their intended voting choices. It is prohibited to solicit shareholder voting rights for remuneration or in any disguised form of remuneration. Except as otherwise provided by law, the company may not impose a minimum shareholding threshold for the solicitation of voting rights.

Article 34   Where a shareholder has a conflict of interest with the matters to be considered at the shareholders’ meeting, such shareholder shall recuse himself or herself from voting, and the shares held by such shareholder shall not be included in the total number of shares entitled to vote at the meeting.

Article 35   The methods and procedures for nominating directors are as follows:

(1) The nomination of non-independent director candidates shall be conducted as follows:

1. Nomination by the Company’s Board of Directors;

2. Shareholders who individually or collectively hold more than one percent of the company’s total voting shares shall have the right to nominate director candidates; however, the number of such nominees shall not exceed the number of non-independent directors to be elected or replaced.

(2) The nomination of independent director candidates shall be conducted as follows:

1. Nomination by the Company’s Board of Directors;

2. Shareholders who, individually or collectively, hold more than one percent of the company’s outstanding shares shall have the right to nominate candidates for independent directors; however, the number of such nominees shall not exceed the number of independent director seats to be elected or replaced.

(3) Employee directors shall be democratically elected by the company’s congress of employee representatives, the general meeting of employees, or other democratic procedures.

Thirty-six item   When the shareholders’ meeting deliberates a proposal, no amendments may be made to it; any such changes shall be deemed a new proposal and shall not be put to a vote at the current shareholders’ meeting.

The first Article 37   The shareholders’ meeting shall conduct voting by way of registered ballots. Each shareholding entitling the holder to one vote may be exercised only through one of the following methods: in person, online, or any other designated voting method. In the event of duplicate votes cast for the same shareholding, the result of the first vote shall prevail.

Article 38 item   Shareholders attending the shareholders’ meeting shall express one of the following opinions on proposals submitted for voting: approval, opposition, or abstention. However, this requirement does not apply where a securities registration and clearing institution, acting as the nominee holder of shares under the Stock Connect program between the mainland and Hong Kong stock markets, submits votes in accordance with the instructions of the beneficial owner.

   Ballots that are left blank, incorrectly filled out, illegible, or not cast shall be deemed as a waiver of the voter’s right to vote, and the voting results for the number of shares held by such voter shall be counted as “Abstain.”

The first Article 39   Prior to voting on any proposal, the shareholders’ meeting shall appoint two shareholder representatives to serve as vote counters and supervisors. Where a matter under consideration is related to a particular shareholder, such shareholder and any proxy representing that shareholder shall be disqualified from serving as vote counters or supervisors.

   When the shareholders’ meeting votes on proposals, the counting and supervision of votes shall be jointly undertaken by lawyers and shareholder representatives, and the voting results shall be announced on the spot.

   Shareholders of the company or their proxies who vote via the internet or other means shall have the right to verify their voting results through the relevant voting system.

Article 40   The in-person session of the shareholders’ meeting shall not conclude before the online or other alternative methods of participation. The chairperson of the meeting shall announce the voting status and results for each proposal and, based on such results, declare whether each proposal has been adopted.

Prior to the official announcement of the voting results, all relevant parties—including the company, vote counters, poll watchers, shareholders, and online service providers—involved in the in-person, online, and other voting methods at the shareholders’ meeting are obligated to maintain the confidentiality of the voting results.

Article 41    The chair of the meeting shall declare the session open at the scheduled time. In the event of special circumstances, the session may also be declared open after the scheduled time.

　 Article 42    If the chair of the meeting has any doubt as to the outcome of a resolution put to a vote, the chair may order a recount of the votes cast; if the chair does not order such a recount, any shareholder or proxy present at the meeting who objects to the result announced by the chair shall be entitled, immediately upon the announcement of the voting results, to demand a recount, and the chair shall promptly arrange for such a recount.

　 Article 43    Resolutions of the shareholders’ meeting shall be promptly announced, with the announcement specifying the number of shareholders and proxies present at the meeting, the total number of shares held that carry voting rights and the percentage of such shares relative to the company’s total shares with voting rights, the voting method, the voting results for each proposal, and the detailed contents of each resolution adopted.

The first Article 44   If a proposal is not approved, or if this shareholders’ meeting amends the resolution of the previous shareholders’ meeting, a special notice shall be included in the announcement of the shareholders’ meeting resolution.

The first Article 45   The convener shall ensure that the shareholders’ meeting is held continuously until a final resolution is adopted. If, due to force majeure or other special circumstances, the shareholders’ meeting is suspended or unable to reach a resolution, the convener shall take necessary measures to resume the meeting as soon as possible or, alternatively, to terminate the current meeting immediately, and shall make a timely public announcement. At the same time, the convener shall report the matter to the local branch of the China Securities Regulatory Commission and the stock exchange where the company is domiciled.

Article 46    If the shareholders’ meeting approves the proposal for the election of directors, the new directors shall assume office on the date the resolution is adopted by the shareholders’ meeting.

The first Article 47    If the shareholders’ meeting approves a proposal to distribute cash dividends, issue bonus shares, or capitalize retained earnings to increase share capital, the company shall implement the specific plan within two months after the conclusion of the shareholders’ meeting.

Article 48 item    Where a company repurchases its common shares for the purpose of reducing its registered capital and issues preferred shares to an indefinite group of investors, or where it repurchases its common shares from specific shareholders by issuing preferred shares to those shareholders as consideration, any resolution passed by the shareholders’ meeting on such share repurchase shall be approved by more than two-thirds of the voting rights held by the shareholders present at the meeting.

The company shall announce the resolution to repurchase common shares on the day following its adoption by the shareholders’ meeting.

Article 49 item   Resolutions of the shareholders’ meeting that violate laws or administrative regulations shall be void.

    The controlling shareholder and the actual controller of the company shall not restrict or obstruct small and medium-sized investors from exercising their voting rights in accordance with the law, nor shall they impair the lawful rights and interests of the company and such investors.

    If the procedures for convening a shareholders’ meeting or the voting methods thereof violate laws, administrative regulations, or the company’s articles of association, or if the content of the resolution violates the company’s articles of association, a shareholder may, within sixty days from the date the resolution is adopted, petition the people’s court to rescind the resolution; provided, however, that this shall not apply where the procedural defects in the convening of the meeting or in the voting methods are only minor and have not had a substantial impact on the resolution.  

Where the board of directors, shareholders, or other relevant parties dispute matters such as the convener’s qualifications, the convening procedure, the legality of the proposal content, or the validity of the shareholders’ meeting resolution, they shall promptly file a lawsuit with the people’s court. Until the people’s court renders a judgment or ruling revoking the resolution, the relevant parties shall comply with and implement the shareholders’ meeting resolution. The company, its directors, and senior management personnel shall faithfully discharge their duties, promptly execute the shareholders’ meeting resolution, and ensure the normal operation of the company.

Where the People’s Court renders a judgment or ruling on any relevant matter, the company shall, in accordance with laws, administrative regulations, and the rules of the China Securities Regulatory Commission and the stock exchanges, fulfill its information disclosure obligations, provide a full explanation of the impact, and, upon the judgment or ruling becoming legally effective, actively cooperate with its enforcement. Where the matter involves the correction of prior-period items, the company shall promptly address such matters and fulfill the corresponding information disclosure obligations.  

Chapter Six    Supplementary Provisions

　　Article 50    These Rules shall come into effect upon approval by the Shareholders’ Meeting. ， Also when modifying same 。
　　Article 51       Matters not covered by these Rules shall be governed by applicable laws, regulations, normative documents, and the Company’s Articles of Association.

　　Article 52   As used in these Rules, “The above,” “within,” and “below” all include the specified number; “exceeding,” “outside,” “less than,” “more than,” and “over” do not include the specified number.

　　Article 53 The Board of Directors shall have the authority to interpret these Rules.