Rules of Procedure for Board of Directors Meetings
(Revised November 2025)
Chapter 1 General Provisions
Article 1 To further standardize the board of directors' meeting procedures and decision-making processes, enable directors and the board to effectively perform their duties, and improve the board's standardized operation and scientific decision-making level, these Rules are formulated in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law"), the "Listing Rules of the Shenzhen Stock Exchange", and the "Articles of Association of Shanghai Welter Industrial Automation Co., Ltd." (hereinafter referred to as the "Articles of Association"), and other relevant regulations.
Article 2 The Board of Directors shall establish a Board Office to handle its daily affairs. The Secretary of the Board or the Securities Affairs Representative shall concurrently serve as the head of the Board Office and be responsible for safekeeping the Board's seal.
Chapter 2 Convening and Presiding
Article 3 Board meetings shall be divided into regular meetings and extraordinary meetings. The Board shall convene at least one regular meeting in each of the first and second halves of the year.
Article 4 An extraordinary meeting of the Board shall be convened under any of the following circumstances: (1) Upon the proposal of shareholders representing more than 1/10 of the voting rights; (2) Upon the joint proposal of more than 1/3 of the directors; (3) Upon the proposal of the Audit Committee.