Securities code: 688111 Securities abbreviation: Kingsoft Office Announcement No.: 2024-062

Beijing Kingsoft Office Software Co., Ltd

Announcement on the signing of related party transaction contracts by wholly-owned subsidiaries

The board of directors and all directors of the company guarantee that there are no false records, misleading statements or material omissions in the content of this announcement, and assume legal responsibility for the authenticity, accuracy and completeness of its content.

Important Content Notes:

KingsoftOffice Software Corporation Limited ("Kingsoft Office Hong Kong"), a wholly-owned subsidiary of Beijing Kingsoft Office Software Co., Ltd. (the "Company"), intends to enter into a partnership with XiaomiTechnologiesSingaporePte.Ltd (. Xiaomi Singapore ("MI Singapore") has entered into an Advertisement Service Agreement (the "ADA") to provide online advertising services to Xiaomi Singapore through the WPSOffice Overseas Android App, and the two parties will share the revenue generated by Xiaomi Singapore through the advertisement, with an estimated transaction value of approximately US$6.97 million.

This transaction does not constitute a material asset restructuring.

There are no significant legal obstacles to the implementation of the transaction.

The connected transaction has been deliberated and approved by the 21st meeting of the third session of the board of directors and the sixth meeting of the third session of the special meeting of independent directors in 2024, and does not need to be submitted to the general meeting of shareholders for deliberation.

1. Overview of related party transactions

The company's wholly-owned subsidiary, Kingsoft Office Hong Kong, signed an advertising service agreement with Xiaomi Singapore, which stipulates that

By providing online advertising services for Xiaomi Singapore through the WPS Office Overseas Android App, both parties are small

Mi Singapore shares all advertising revenue obtained through WPS Office overseas Android app. millet

Singapore expects to pay about US$6.97 million in ad sharing revenue to Gold Mountain Office Hong Kong, including 2024

is $2.97 million and is expected to be approximately $4 million in 2025

Revenue will be shared in proportion to the ad service agreement). At the same time, Xiaomi Singapore will provide free pre-installation of WPS Office for Android for overseas mobile devices (including all series of phones and tablets) in Xiaomi Singapore.

This investment constitutes a connected transaction, but does not constitute a major asset restructuring as stipulated in the Measures for the Material Asset Restructuring of Listed Companies.

If the related party transaction does not reach more than 1% of the latest audited total assets or market value of the listed company, it does not need to be submitted to the general meeting of shareholders for deliberation.

2. Basic information of related persons

(1) Explanation of the affiliation

As Xiaomi Singapore is a wholly-owned subsidiary of Xiaomi Technology Co., Ltd. and a company controlled by Mr. Lei Jun, the actual controller of the Company, Xiaomi Singapore is an affiliated legal person of the Company. The related relationship is in accordance with the related relationship stipulated in Article 15.1, Paragraph 15 of the Rules Governing the Listing of Stocks on the Science and Technology Innovation Board of the Shanghai Stock Exchange, and the transaction constitutes a connected transaction.

(2) An explanation of the circumstances of the related person

1. Company name: Xiaomi Technologies Singapore Pte. Ltd

2. Company Type: Private Company Limited by Shares

3. Director: Lin Shiwei

4. Registered capital: USD500,000

5. Date of Establishment: August 3, 2021

6. Business address: 1 Fusionopolis Link, #04-02/03, Nexus @One-North, Singapore

138542

7. Business Scope: 72102 - Research And Experimental Development On Electronics

(Excluding Medical Science)

8. Key financial data for the most recent fiscal year: Total assets as of December 31, 2023:

259.68 million yuan, net assets attributable to the parent company of 19.83 million yuan, and operating income of 711.21 million yuan in 2023

net profit attributable to the parent company was $16.1 million. (Unaudited in Singapore Dollar)

3. Pricing of related party transactions

The related party transaction of the wholly-owned subsidiary of the Company is required for the Company's daily operation and development activities. Kingsoft Office Hong Kong, a wholly-owned subsidiary of the Company, will enter into a written contract or agreement with the counterparty Xiaomi Singapore, and the transaction price will be determined by mutual agreement on the basis of the principles of fairness, openness and impartiality, taking into account their respective true costs, reasonable benefits and the current situation of the external market.

4. The main content of the related party transaction agreement and the performance arrangement

(1) The main content of the related party transaction agreement

After consultation on an equal footing, on the basis of truly and fully expressing their respective wishes, the two parties shall sign an advertising service agreement in accordance with the provisions of relevant laws and regulations, and both parties shall abide by it.

Article 1 Subject of the Agreement

The parties to the transaction are Kingsoft Office Software Corporation Limited and Xiaomi

Technologies Singapore Pte. Ltd.。

Article 2 Content of the Agreement

Kingsoft Office Hong Kong provides Xiaomi Singapore with an online platform through the WPS Office Overseas Android App

service, the two parties will share the revenue generated by Xiaomi Singapore through the advertisement. At the same time, Xiaomi Singapore will provide free pre-installation of WPS Office for Android for overseas mobile devices (including all series of phones and tablets) in Xiaomi Singapore.

Article 3 Transaction Price and Payment Method

Kingsoft Office Hong Kong and Xiaomi Singapore will share Xiaomi's annual advertising revenue on a pro-rata basis, the company is expected to do

The ad sharing revenue received was approximately $6.97 million, of which $2.97 million in ad sharing in 2024

In 2025, the ad share is expected to be about $4 million. (Advertising revenue for 2025 should be paid by Xiaomi Singapore to Kingsoft Office Hong Kong on a quarterly basis.) If the advertising revenue is less than or equal to US$10 million, Xiaomi Singapore will pay US$4 million to Kingsoft Office Hong Kong; If the advertising revenue is greater than US$10 million, it will be divided according to the revenue share of Xiaomi Singapore (60%) and Kingsoft Office Hong Kong (40%). ）

Article 4 Liability for breach of contract

If a party breaches the terms of the agreement or fails to perform its obligations, the other party may issue a written notice requiring it to rectify and compensate for the damages within 10 days. If the breaching party fails to rectify the situation within the prescribed time, the other party has the right to terminate the agreement. GP Office Hong Kong shall ensure that any obligations, representations, undertakings and warranties under the Agreement are fulfilled and Xiaomi SGR shall ensure that the Advertising Content does not violate all applicable laws and regulations of the place where the Advertisement is published, nor does it infringe the intellectual property rights and other legal rights of any third party. GPSHK has the right to review the advertising content provided by Xiaomi SG, but GPSHK's review does not exempt Xiaomi SG from the above warranty liability. If the content of the advertisement does not meet the requirements, Kingsoft Office Hong Kong has the right to refuse to publish this advertisement without any liability and suspend the cooperation under this agreement. The breaching party shall compensate the non-breaching party for the actual economic losses caused thereby, including but not limited to direct losses, fines, compensation, litigation costs, arbitration fees and reasonable attorney's fees.

Article 5 Confidentiality Responsibility

During the term of this Agreement and after the termination of this Agreement, neither Party shall disclose, divulge or provide Confidential Information to any third party. Confidential information includes, but is not limited to, the unit price of the product, the business data of one party, user information, etc.

(2) Performance arrangements for related party transactions

Since its establishment, Xiaomi Singapore has been in existence in accordance with the law, with normal operation and financial status, and has the ability to perform the contract, Kingsoft Office Hong Kong will sign the relevant contract or order with it for the above transaction and execute it in strict accordance with the agreement, and the performance of the contract by both parties has legal protection.

5. The necessity of related party transactions and their impact on listed companies

The day-to-day connected transactions between Kingsoft Office Hong Kong and Xiaomi Singapore have created economic benefits for the company through advertising revenue sharing and pre-installation cooperation, which will help expand the user base of WPS Office and enhance the company's brand awareness and brand influence.

The two parties are based on the needs of the company's daily production and operation activities, which is in line with the interests of the company and all shareholders, and is necessary. The transaction between the two parties is based on normal market trading conditions, in line with commercial practice, and the pricing of related party transactions is fair, and there is no harm to the interests of the company and all shareholders, especially small and medium-sized shareholders. Xiaomi Singapore is legally in existence and operating normally, and has a good reputation, which is conducive to the continuous development of the company's business activities and business matters. This related party transaction will not affect the independence of the company, and the company will not form a significant dependence on related parties.

VI. Deliberation Procedures for the Performance of Related Party Transactions

On November 19, 2024, the company held the 21st meeting of the third board of directors and the third session of supervisors

At the 19th meeting, the "Proposal on the Signing of Related Party Transaction Contracts by Wholly-owned Subsidiaries of the Company" was deliberated and approved, and the total amount of related party transactions is expected to be about 6.97 million US dollars. Mr. Lei Jun, Mr. Qiu Bojun and Mr. Liu Wei, associate directors, abstained from voting, and the non-affiliated directors attending the meeting unanimously agreed to the proposal, and the deliberation procedure complied with the provisions of relevant laws and regulations.

The Company held a meeting on November 19, 2024 before the above-mentioned related party transaction proposal was submitted to the Board of Directors of the Company for deliberation

The third special meeting of independent directors at the sixth meeting in 2024 deliberated on the proposal, and the independent directors believed that the above-mentioned related party transactions of the company are necessary for the company's business development, and the two parties negotiate the pricing on the basis of referring to the market price, which is in line with the principle of "fairness, impartiality and fairness", will not have an impact on the independence of the company, will not lead to the company's dependence on related parties, is in line with the long-term interests of the company, and complies with the relevant laws and regulations and the provisions of the articles of association and the management system for related party transactions. It is in the interests of the company and all shareholders. Related-party transactions have followed the principle of fair and standardized handling, and there is no behavior that harms the interests of minority shareholders of the company. Therefore, the proposal

The proposal has been approved by more than half of the independent directors and submitted to the board of directors for deliberation.

If the related party transaction does not reach more than 1% of the latest audited total assets or market value of the listed company, the related party transaction does not need to be submitted to the general meeting of shareholders for deliberation.

The announcement is hereby made.

Beijing Kingsoft Office Software Co., Ltd

board of directors

November 20, 2024