Shandong New Beiyang Information Technology Co., Ltd. Independent Director 2025 Annual Performance Report (Ji Zhenzhou) To all shareholders and representatives: As an independent director of Shandong New Beiyang Information Technology Co., Ltd. (hereinafter referred to as the "Company"), in 2025, I strictly followed the "Company Law," "Management Measures for Independent Directors of Listed Companies," "Shenzhen Stock Exchange Listed Company Self-Regulatory Guidelines No. 1 - Standardized Operation of Main Board Listed Companies," and the "Articles of Association" and other laws, regulations, departmental rules, and internal control systems. I diligently, faithfully, and conscientiously performed my duties, fully leveraging the role of an independent director to safeguard the overall interests of the Company and the legitimate rights and interests of all shareholders, especially minority shareholders. Here is my work report for 2025: I. Basic Information of Independent Director (I) Personal Information Ji Zhenzhou: Born in 1965, Chinese national, with no overseas permanent residency. Holds a Ph.D. in Computer Science from Harbin Institute of Technology. Currently a professor and doctoral supervisor at Harbin Institute of Technology (Weihai) and an independent director of New Beiyang. Previously served as a lecturer, associate professor, and professor at Harbin Institute of Technology. Long-term research in high-performance computing, computer system architecture and security, chip design, artificial intelligence, and Internet of Things technology and security. (II) Statement on Circumstances Affecting Independence During the reporting period, I conducted a self-assessment of my independence. My qualifications meet the independence requirements stipulated in the "Management Measures for Independent Directors of Listed Companies," and there are no circumstances affecting my independence. II. Overview of Independent Director's Performance in the Reporting Year (I) Independent Director's Attendance at Board and Shareholder Meetings
| Director's Name | Number of Board Meetings Required to Attend in Reporting Period | Number of On-site Board Meetings Attended | Number of Board Meetings Attended via Communication | Number of Board Meetings Attended via Proxy | Number of Absent Board Meetings | Number of Shareholder Meetings Attended |
|---|---|---|---|---|---|---|
| Ji Zhenzhou | 4 | 1 | 3 | 0 | 0 | 2 |
| During the reporting period, I attended board and shareholder meetings on time and conscientiously reviewed proposals in accordance with the "Management Measures for Independent Directors of Listed Companies," "Articles of Association," and other regulations and requirements. During the reporting period, I conscientiously reviewed all proposals submitted to the board for deliberation and voted in favor, with no dissenting or abstention votes. | ||||||
| (II) Independent Director's Participation in Special Committees and Independent Director Meetings | ||||||
| During my tenure in 2025, I served as the convener of the Company's Nomination Committee and a member of the Audit Committee and Strategy Committee. Throughout the year, I focused on key supervision matters, took proactive actions, and continuously strengthened pre-communication and overall planning. In 2025, my primary responsibilities included: |
- Nomination Committee During the reporting period, as the convener of the Nomination Committee, I chaired 2 meetings, reviewing the election of non-independent directors for the Eighth Board of Directors and the appointment of the Company's Deputy General Manager. I participated in the meetings as required and conscientiously performed my duties, approving the relevant proposals and matters.
- Audit Committee During the reporting period, as a member of the Audit Committee, I participated in 3 meetings, reviewing the re-appointment of the accounting firm, financial reports, the work summary and plan of the internal audit department, the internal control evaluation report, and changes in accounting policies. I participated in the meetings as required and conscientiously performed my duties, approving the relevant proposals and matters.
- Strategy Committee During the reporting period, as a member of the Strategy Committee, I participated in 1 meeting, reviewing the credit limit and loan authorization for 2025, providing financing guarantees for subsidiaries, managing idle own funds, and foreign exchange hedging transactions for 2025. I participated in the meetings as required and conscientiously performed my duties, approving the relevant proposals and matters.
- Independent Director Special Meeting During the reporting period, as a member of the Independent Director Special Meeting, I participated in 1 meeting, reviewing the proposed daily related-party transactions for 2025. I participated in the meeting as required and conscientiously performed my duties, approving the relevant proposals and matters. (III) Communication with the Internal Audit Department and the Accounting Firm I maintained close communication with the Company's internal audit department and the accounting firm, actively fulfilling my supervisory role. Particularly during the annual report audit period, I communicated with the accounting firm regarding the audit plan and key audit matters, paid attention to the audit process, and supervised the audit progress to ensure the timeliness, accuracy, objectivity, and fairness of the audit work. (IV) On-site Investigations of the Company and the Company's Cooperation with Independent Directors During the reporting period, I leveraged my professional expertise to offer suggestions and advice. I actively conducted research on the Company through telephone, video, and on-site visits. My cumulative on-site work time throughout the year was no less than 15 days, during which I gained an understanding of the Company's production and operation status and financial situation. I promptly communicated with the Company's directors, senior management, internal audit department, and accountants. I also fulfilled my duties in the special committees, conscientiously reviewing all proposals and making independent, fair judgments based on my professional knowledge, free from the influence of the Company and major shareholders, thereby effectively protecting the interests of minority shareholders. The Company's Board of Directors and senior management provided active and effective cooperation and support during my performance of duties. They provided detailed explanations of the production and operation status of various business segments and offered relevant documents to support my need to make independent and fair judgments. (V) Work Done to Protect Investor Rights
- I strictly adhered to national laws and regulations, the "Shenzhen Stock Exchange Stock Listing Rules," and the Company's "Information Disclosure Management System" to effectively supervise and review major matters such as the Company's external guarantees and daily related-party transactions. I paid particular attention to and inspected the Company's information disclosure regarding major matters, promoting the truthfulness, accuracy, timeliness, and completeness of the Company's information disclosure, thereby effectively protecting investors' interests.
- I supervised and reviewed the performance of duties by directors and senior management, diligently fulfilling the responsibilities of an independent director, promoting the scientific and objective decision-making of the Board of Directors, and effectively safeguarding the interests of the Company and its shareholders.
- I urged the Company to continuously standardize governance and improve its internal control system. During the reporting period, I continuously paid attention to new and revised laws and regulations from the CSRC and stock exchanges. I investigated and understood the Company's governance and internal control establishment, improvement, and execution. For all major matters deliberated and decided by the Board of Directors, I thoroughly reviewed the materials provided by the Company in advance and used my professional knowledge to make objective and fair judgments. III. Key Areas of Focus for Independent Director's Performance in the Reporting Year In accordance with the "Company Law," "Corporate Governance Guidelines for Listed Companies," "Management Measures for Independent Directors of Listed Companies," and other laws, regulations, normative documents, and the "Articles of Association," I have diligently and faithfully performed my duties, fully leveraging the role of an independent director to safeguard the legitimate rights and interests of all shareholders, especially minority shareholders. The key areas of focus during the reporting period are as follows: (I) Related-Party Transactions During the reporting period, in accordance with normal production and operation needs, the Company's Board of Directors deliberated and approved the "Proposal on the Forecast of Daily Related-Party Transactions for 2025." During the deliberation of the forecast of related-party transactions, related directors abstained from voting, and the voting procedures and results complied with relevant regulations. I believe that the Company's projected daily related-party transactions are generated from normal production and operation needs, which are conducive to the Company reducing production and management costs and improving production efficiency. The Company's daily related-party transactions comply with the principles of openness, fairness, and impartiality, do not harm the interests of the Company and minority shareholders, and do not have an adverse impact on the Company's independence. (II) Disclosure of Financial and Accounting Reports and Internal Control Evaluation Reports During the reporting period, the Company strictly followed relevant regulations to prepare and disclose periodic reports on time. The content of the reports was truthful, accurate, and complete. The Company's directors and senior management signed written confirmations for the periodic reports. During the reporting period, the Company conducted a comprehensive evaluation of the reasonableness, completeness, and effectiveness of the establishment and implementation of its internal control system in accordance with the requirements of the "Basic Norms for Enterprise Internal Control." I believe that the Company's review and disclosure procedures for periodic reports and financial information are legal and compliant. The financial information is true and accurate, with no false or misleading statements, and it truthfully and completely reflects the Company's actual operating conditions. At the same time, the Company has maintained effective internal control in all material aspects in accordance with the requirements of the enterprise internal control normative system and relevant regulations. (III) Re-appointment of Accounting Firm During the reporting period, to ensure the continuity of the audit, the Company re-appointed Xinyongzhonghe Certified Public Accountants (Special General Partnership) as its accounting firm for 2025, with a term of one year. I believe that Xinyongzhonghe possesses extensive professional experience and is familiar with the Company's operating development and financial situation. During its tenure as the Company's accounting firm, it has diligently performed its duties, strictly adhered to the requirements of the Chinese Certified Public Accountants Auditing Standards, conscientiously fulfilled its responsibilities, upheld professional ethics, and complied with the principles of independent, objective, and fair auditing. The audit reports issued by the firm objectively and fairly reflect the Company's financial position and operating results. The reasons for re-appointment are reasonable, and the re-appointment procedures are legal and compliant. (IV) Other Work
- No proposals were made to convene a board meeting.
- No proposals were made to appoint or dismiss an accounting firm.
- No independent engagement of external audit institutions or consulting agencies. IV. Overall Evaluation and Recommendations In 2025, I conscientiously performed my duties of loyalty and diligence in accordance with laws, regulations, normative documents, and the "Articles of Association." I performed my duties independently, professionally, and objectively, effectively safeguarding the legitimate rights and interests of all shareholders, especially minority shareholders. I fully leveraged my professional independence, actively undertook the responsibilities of the special committees of the Board of Directors, expressed my opinions based on facts during the Company's major decision-making processes, and continuously enhanced the Board of Directors' scientific decision-making level, promoting the Company's further improvement in governance optimization and standardized operation. In 2026, I will continue to uphold the principles of prudence, objectivity, and independence, and faithfully and diligently perform my duties as an independent director. I will leverage my professional knowledge and experience to provide more constructive suggestions for the Company's development, safeguard the overall interests of the Company and the legitimate rights and interests of all shareholders, and promote the Company's standardized operation and sustainable healthy development. Hereby reported. (This page is blank and serves as the signature page for the New Beiyang Independent Director 2025 Annual Performance Report) Independent Director: Ji Zhenzhou April 23, 2026