NASN Tech (formally “NASN Intelligent Tech (Zhejiang) Co., Ltd.”) released its post-H-share-listing Articles of Association, refining the company’s capital structure, decision-making hierarchy and shareholder safeguards.

Key Governance Structure • Board of Directors: Nine members, including at least three independent non-executive directors; a quorum requires more than half of directors in attendance. • Audit Committee: Three non-executive directors (minimum two independent), empowered to convene shareholder meetings, review financial statements and oversee external auditors. • Senior Management: One general manager, several deputy general managers and a chief financial officer, all appointed by the board.

Capital and Share Information • Initial share capital at conversion comprised 32.76 million ordinary shares of RMB1.00 nominal value. • All promoters’ shares were paid by net-asset conversion on 31 May 2025. • The company may issue additional domestic or overseas shares, including H Shares, subject to shareholder approval and market regulations.

Shareholder Rights • One share carries one vote; holders may attend meetings in person or by proxy. • Shareholders owning 10 % or more of voting shares for 90 consecutive days may convene extraordinary general meetings if the board fails to do so. • Connected shareholders must abstain from voting on related-party matters.

Profit Distribution • At least 10 % of annual after-tax profit is allocated to the statutory reserve until it reaches 50 % of registered capital. • Cash dividends are prioritised; the board may recommend interim dividends when cash flow permits, with payment completed within two months of shareholder approval.

Share Repurchase • Permitted for six specific purposes, including employee incentive schemes, bond-to-equity conversion and protection of shareholder value. • Total treasury shares held for items (iii), (v) and (vi) may not exceed 10 % of issued share capital and must be transferred or cancelled within three years.

Safeguards and Compliance • Directors, senior management and controlling shareholders are subject to strict fiduciary duties; violations trigger compensation liability. • The Articles incorporate PRC Company Law, CSRC regulations and Hong Kong Listing Rules, ensuring consistency across jurisdictions. • The document becomes effective upon NASN Tech’s listing on the Hong Kong Main Board, with future amendments requiring a two-thirds shareholder majority.

The comprehensive Articles formalise NASN Tech’s governance and compliance framework for its new status as a Hong Kong-listed issuer, delineating clear processes for capital management, shareholder engagement and internal oversight.