Governance

Yutong takes “compliance first” as its global operational foundation, upholding corporate compliance, integrity-driven operations, and ethics-based management. Committed to the core business principles of corporate compliance and integrity driven operations, the Company is advancing transformation from traditional management toward modern and refined governance. These efforts strengthen corporate governance and support sustained, efficient, and stable operations.

Corporate Governance

Expand

Corporate Governance Structure

We have established a four-tier ESG management structure comprising the “Board of Directors—Strategy and Sustainability Committee—ESG Office—relevant business units/departments,” creating an integrated management mechanism that combines decision-making, management, oversight, and execution.

In 2025, we have prioritized deepening the functional capabilities and refining the processes of our ESG governance framework, further clarifying responsibilities at all levels and across all dimensions, and continuously enhancing the effectiveness of our ESG initiatives.

Board Composition

The Board comprises nine directors, of whom three are independent directors (33.33% of the total), two are female (22.22%), and one is from an ethnic minority group (11.11%).

Total Directors

9

directors

100%
Independent Directors

3

directors

33.33%
Female Directors

2

directors

22.22%
Ethnic Minority Directors

1

directors

11.11%

Clawback Policy

In the event of a retrospective restatement of financial reports due to misstatement (including financial fraud), the Company shall promptly reassess and recover any overpaid performance-based and medium-to-long-term incentive compensation previously awarded to directors and senior management personnel.

If directors or senior management personnel breach their duties, causing losses to the Company, or are found responsible for illegal or non-compliant conduct such as financial fraud, fund misappropriation, or unauthorized guarantees, the Company may, depending on the severity, reduce or withhold unpaid performance-based and medium-to-long-term incentive compensation, and recover, in whole or in part, such compensation already disbursed during the relevant period.
Salary Evaluation

Effective from 2026, the Remuneration and Appraisal Committee will be specifically responsible for formulating the annual compensation plans for directors and senior management personnel. The Committee will conduct performance evaluations for all non-independent directors and senior management personnel annually.

Yutong will stipulate clearly that performance-based compensation for non-independent directors and senior management personnel shall constitute no less than 50% of the total fixed and variable remuneration.

Business Ethics

Expand

Yutong prioritizes anti-fraud governance, strictly complies with applicable national laws, regulations, and compliance policies.

At the same time, the Company spares sustained efforts to cultivate a transparent, fair, and trust-based ecosystem with stakeholders, driving high-quality mutual development and progressing toward the vision of becoming a global leading bus manufacturing brand.

Management and Supervision

Yutong has established a mature antifraud governance structure.Through awareness campaigns, scientific monitoring, and proactive investigations, the Company works to reduce incidents of corruption, foster a clean and integrity-driven organizational culture, and safeguard the achievement of operational goals.

Conducting Business Ethics Audits

Every two years, Yutong carries out business ethics audits covering all operational units, focusing on key areas including anti-corruption, anti-bribery, and anti-fraud.

Conducting Business Ethics Training

We have established the Yutong Integrity Education Management System and provide integrity, compliance, and anti-corruption training to all employees in key high-risk areas as well as all partners.