Beijing Creative Distribution Automation Co.Ltd(002350) International Human Resources Co., Ltd
Investor relations management system
(February 2022)
Chapter I General Provisions
Article 1 in order to strengthen the information communication between Beijing Creative Distribution Automation Co.Ltd(002350) International Human Resources Co., Ltd. (hereinafter referred to as "the company") and investors and potential investors (hereinafter referred to as "investors"), enhance investors' understanding and recognition of the company, promote the benign interactive relationship between the company and investors, improve the integrity of the company and further improve the corporate governance structure, In accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem, the Listing Rules of Shenzhen Stock Exchange on the gem (revised in December 2020) (hereinafter referred to as the "Listing Rules") and other laws, regulations and rules This system is formulated in accordance with the relevant provisions of normative documents, the articles of association of Beijing Creative Distribution Automation Co.Ltd(002350) International Human Resources Co., Ltd. (hereinafter referred to as the "articles of association") and the information disclosure management system of Beijing Creative Distribution Automation Co.Ltd(002350) International Human Resources Co., Ltd. in combination with the actual situation of the company.
Article 2 investor relations work refers to the important work of the company to strengthen communication with investors and potential investors through information disclosure and exchange, enhance investors' understanding and recognition of the company, and improve the level of corporate governance, so as to maximize the overall interests of the company and protect the legitimate rights and interests of investors.
Chapter II principles and objectives of investor relations
Article 3 the purpose of investor relations management:
(I) promote the benign relationship between the company and investors, and enhance investors' further understanding and familiarity with the company;
(II) establish a stable and high-quality investor base and obtain long-term market support;
(III) form a corporate culture of serving and respecting investors;
(IV) promote the growth of the company's wealth and maximize the interests of shareholders;
(V) increase the transparency of corporate information disclosure and improve corporate governance.
Article 4 basic principles of investor relations management:
(I) principle of full disclosure of information. In addition to mandatory information disclosure, the company can actively disclose other relevant information concerned by investors.
(II) principle of compliance information disclosure. The company shall comply with national laws and regulations and the provisions of securities regulatory authorities and stock exchanges on the information disclosure of listed companies to ensure that the information disclosure is true, accurate, complete and timely. When carrying out investor relations work, attention shall be paid to the confidentiality of unpublished information and other internal information. In case of disclosure, the company shall disclose it in time in accordance with relevant regulations.
(III) the principle of equal opportunities for investors. The company shall treat all shareholders and potential investors of the company fairly and avoid selective information disclosure.
(IV) the principle of honesty and trustworthiness. The investor relations work of the company shall be objective, true and accurate, and avoid excessive publicity and misleading.
(V) principle of high efficiency and low consumption. When choosing the working mode of investor relations, the company should give full consideration to improving communication efficiency and reducing communication costs.
(VI) principle of interactive communication. The company should actively listen to the opinions and suggestions of investors, realize two-way communication between the company and investors, and form a benign interaction.
Chapter III forms and requirements of investor relations management
Article 5 a listed company may adopt the forms of shareholders' meeting, investor briefing, road show, investor research, securities analyst research, etc. through the company's official website, the website of the exchange and the investor relations interactive platform of the exchange (hereinafter referred to as interactive easy platform), new media platform, telephone, fax, email, investor education base, etc, Establish a major event communication mechanism with investors.
Article 6 when the minority shareholders and institutional investors of a listed company visit the company for discussion and communication, the company shall reasonably and properly arrange the visit and communication process, do a good job in information isolation, and shall not expose the visitors to the undisclosed major information.
Article 7 the company shall bear the primary responsibility for the handling of investors' complaints, improve the complaint handling mechanism and properly handle the demands of investors.
Disputes between the company and investors may be settled through consultation, apply to mediation organizations for mediation, apply to arbitration institutions for arbitration, or bring a lawsuit to the people's court.
Article 8 a listed company shall pay full attention to the information on the interactive platform and the reports of various media on the company, and pay full attention to and perform the obligation of information disclosure caused or likely to be caused by relevant information and reports according to law.
Article 9 a listed company shall timely prepare a record of investor relations activities after the conclusion of investor relations activities such as investor briefing, performance briefing, analyst meeting and roadshow, and publish it on the interactive platform and the company's website (if any). The activity record form shall at least include the following contents:
(I) participants, time, place and form of the activity;
(II) communication contents and specific Q & A records;
(III) explanation on whether this activity involves major information that should be disclosed;
(IV) presentations, documents and other attachments used in the activity (if any);
(V) other contents required by the exchange.
Article 10 when conducting investor relations management, listed companies and their directors, supervisors, senior managers and staff shall abide by laws and regulations, listing rules, these guidelines and other relevant provisions of the exchange, reflect the principles of openness, fairness and impartiality, objectively, truly, accurately and completely introduce and reflect the actual situation of the company, and shall not be under the following circumstances:
(I) disclose or release major information that has not been publicly disclosed through non statutory means;
(II) publishing false or misleading contents and making exaggerated publicity and misleading tips;
(III) make expectations or commitments on the prices of the company's shares and their derivatives;
(IV) unfair treatment of minority shareholders such as discrimination and contempt;
(V) other violations of information disclosure rules or suspected of manipulating the securities market, insider trading and other illegal acts.
Article 11 when carrying out investor relations management activities, a listed company shall take the publicly disclosed information as the content of exchange, and shall not disclose or disclose the undisclosed major information in any way.
If the investor relations activities involve or may involve stock price sensitive matters, undisclosed major information, or can infer undisclosed major information, the company shall inform the investors to pay attention to the company's announcement and make necessary explanations on the information disclosure rules.
The company shall not replace formal information disclosure with exchanges in investor relations management activities. If the company inadvertently divulges important information that has not been publicly disclosed in the investor relations management activities, it shall immediately make an announcement through qualified media and take other necessary measures.
Chapter IV Organization and responsibilities of investor relations management
Article 12 the first person in charge of investor relations management is the chairman of the company, and the Secretary of the board of directors is mainly responsible for investor relations management. Unless expressly authorized and trained, other directors, supervisors, senior managers and employees of the company shall avoid speaking on behalf of the company in investor relations activities.
The company may set up relevant departments to assist the Secretary of the board of directors in dealing with the daily affairs of investor relations management.
Article 13 other functional departments of the company
The holding subsidiaries of the company and all employees of the company are obliged to assist the Secretary of the board of directors in the implementation of investor relations management.
Article 14 the company shall try its best to avoid accepting on-site investigation and media interview of investors within 30 days before the disclosure of annual report and semi annual report.
Article 15 the staff of investor relations management of the company shall have the professional knowledge necessary to perform their duties and have good professional quality. The company shall regularly conduct systematic training on investor relations management for controlling shareholders, actual controllers, directors, supervisors, senior managers and relevant personnel, so as to enhance their understanding of relevant laws and regulations, relevant rules of the exchange and rules and regulations of the company.
Article 16 the relevant personnel engaged in investor relations management are facing the investors of the company and the window for the company to release information and establish the overall image of the company. They should have the following qualifications and skills:
(I) fully understand all aspects of the company;
(II) have a good knowledge structure and be familiar with relevant laws and regulations such as corporate governance, financial accounting and the operation mechanism of the securities market;
(III) good communication and coordination skills;
(IV) good conduct, honesty and credibility.
Article 17 the company shall organize all employees, especially senior managers and heads of relevant departments, to receive training on relevant knowledge of investor relations in an appropriate form. Special training can also be conducted when carrying out major investor relations promotion activities.
Chapter V contents and methods of investor relations management
Article 18 working objects of investor relations management:
(I) investors (including registered investors and potential investors of the company);
(II) securities analysts and industry analysts;
(III) financial media, industry media and other media;
(IV) government supervision department;
(V) other relevant individuals and institutions.
Article 19 communication contents of investor relations management:
(I) the company's development strategy, including the company's development direction, development plan, competitive strategy and business policy;
(II) statutory information disclosure and its description, including regular reports and interim announcements.
(III) operation and management information that the company can disclose according to law, including production and operation status, financial status
Research and development of new products or technologies, business performance, dividend distribution, etc;
(IV) major matters that can be disclosed by the company according to law, including the company's major investment and its changes, asset restructuring, mergers and acquisitions, foreign cooperation, foreign guarantees, major contracts, related party transactions, major litigation or arbitration, changes in management and changes in major shareholders;
(V) corporate culture construction;
(VI) other relevant information of the company.
Article 20 the company shall publish its website and consultation telephone number in its periodic report. When the website or consultation telephone number is changed, the company shall make an announcement in time.
The company shall ensure that the external contact channels such as consultation telephone, fax and e-mail are unblocked, ensure that the consultation telephone is answered by a specially assigned person during working hours, and timely reply and feed back relevant information to investors in an effective form.
Article 21 the company shall establish and improve the internal control system and procedures for information disclosure related to investor relations management activities to ensure the fairness of information disclosure:
(I) formulate a reception and promotion system, which shall at least include the organization arrangement, activity content arrangement, personnel arrangement of reception and promotion, and the provisions prohibiting unauthorized disclosure, disclosure or disclosure of undisclosed major information; (II) formulate a registration system for information disclosure for future reference, and make detailed records of investor relations management activities such as research, communication and interview, which shall at least include the time, place, method (written or oral), names of both parties, contents about the company discussed in the activity, relevant materials provided, etc, The company shall disclose the information disclosure and registration for future reference in its regular report;
(III) the company shall make public the relevant systems of investor relations management activities.
Article 22 the company shall strictly review the information communicated to the outside world in the form of informal announcement, and set up review or recording procedures to prevent the disclosure of undisclosed major information.
The above informal announcement methods include: shareholders' meeting, press conference and product promotion meeting; The company or relevant individuals are interviewed by the media; Issue press releases directly or indirectly to the media; Website and internal publications of the company (including subsidiaries); Social media such as blog, microblog and wechat of directors, supervisors or senior managers; Communicate with specific investors and securities analysts in writing or orally; Other forms of external publicity and reports of the company; Other forms recognized by the exchange.
Article 23 the responsibilities of investor relations management mainly include:
(I) analysis and research. Statistical analysis of the number, composition and changes of investors and potential investors; Continue to pay attention to the opinions, suggestions, reports and other information of investors and the media, and feed back to the board of directors and management of the company in time.
(II) communication and liaison. Integrate and publish the information required by investors; Hold meetings and roadshows such as analyst briefings, and receive consultation from analysts, investors and the media; Receive investors' visits, maintain regular contact with institutional investors and small and medium-sized investors, and improve investors' participation in the company.
(III) public relations. Establish and maintain good public relations with stock exchanges, industry associations, media, other listed companies and relevant institutions; After major events such as litigation, major restructuring, changes in key personnel, changes in stock trading and major changes in the business environment, cooperate with relevant departments of the company to put forward and implement effective treatment plans, and actively maintain the public image of the company.
(IV) other work conducive to improving investor relations.
Article 24 when conducting investor relations activities, the company shall establish an investor relations management file system. The investor relations management file shall at least include the following contents:
(I) participants, time and place of investor relations activities;
(II) exchange contents of investor relations activities;
(III) handling process and accountability of undisclosed major information disclosure (if any);
(IV) other contents.
The company shall submit the above documents to Shenzhen Stock Exchange within 2 trading days after the end of each investor relations activity.
The investor relations management archives shall be classified according to the way of investor relations management, and the relevant records, on-site recordings, presentations, documents (if any) provided in the activities and other documents shall be archived and properly kept for a period of not less than three years.
Article 25 in accordance with the relevant provisions of laws, regulations, rules and normative documents such as Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 - standardized operation of companies listed on GEM, listing rules, the information to be disclosed must be published on the information disclosure media designated by the company at the first time, The information disclosed by the company in other public media shall not precede the information disclosure media designated by the company, and shall not replace the company in the form of press release or answering reporters' questions
