North Huachuang Technology Group Co., Ltd.
Management System for Related Party Transactions
(May 11, 2026, approved by the 2025 Annual General Meeting of Shareholders)
Chapter 1 General Provisions
Article 1 To regulate the related party transactions of North Huachuang Technology Group Co., Ltd. (hereinafter referred to as the "Company"), ensure the fairness and reasonableness of related party transactions, and protect the interests of the Company and its shareholders, this System is formulated in accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Shenzhen Stock Exchange Stock Listing Rules," "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guidelines No. 1 - Standardized Operation of Main Board Listed Companies," "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guidelines No. 7 - Transactions and Related Party Transactions," and other relevant laws, regulations, and normative documents, as well as the Company's actual situation.
Article 2 Related party transactions refer to matters involving the transfer of resources or obligations between the Company or its holding subsidiaries and related parties, regardless of whether payment is received.
Article 3 When related party transactions may occur or have occurred between the Company's holding subsidiaries and related parties, they shall strictly follow the "North Huachuang Technology Group Co., Ltd. Major Information Internal Reporting System" to fulfill relevant reporting and approval procedures.
Article 4 The Company's related party transactions shall adhere to the following basic principles: (1) Related party transactions between the Company and related parties shall be documented in written agreements, and the signing of agreements shall follow the principles of equality, voluntariness, equivalence, and compensation; (2) The principle of fairness, impartiality, and openness; (3) Related shareholders shall abstain from voting at the shareholders' meeting to deliberate on related party transactions involving them; (4) Related directors shall abstain from voting at the board of directors meeting when deliberating on such matters; (5) The Company's board of directors shall judge whether the related party transaction is beneficial to the Company based on objective standards. If necessary, professional appraisers or independent financial advisors shall be engaged to provide opinions.
Chapter 2 Related Parties and Related Relationships
Article 5 Related parties of the Company include related legal persons (or other organizations) and related natural persons. Legal persons or other organizations that fall under any of the following circumstances are related legal persons (or other organizations) of the Company: (1) Legal persons (or other organizations) that directly or indirectly control the Company; (2) Legal persons (or other organizations) that are directly or indirectly controlled by the legal persons (or other organizations) mentioned in the preceding item, excluding the Company and its holding subsidiaries; (3) Legal persons (or other organizations) that are directly or indirectly controlled by related natural persons of the Company, or where such natural persons serve as directors (excluding independent directors serving both parties) or senior management personnel, excluding the Company and its holding subsidiaries; (4) Legal persons (or other organizations) that hold more than 5% of the shares in the Company and their concerted actors; (5) Legal persons recognized by the China Securities Regulatory Commission and the Company, based on the principle of substance over form, as having a special relationship with the Company that may lead to the Company favoring their interests. If the legal persons (or other organizations) listed in item (2) of the preceding paragraph are controlled by the same state-owned asset management institution, this does not constitute a related party relationship, unless their legal representatives, chairpersons, executive committee chairpersons, or more than half of their directors concurrently serve as directors or senior management personnel of the Company.