Baoding Lucky Innovative Materials Co.Ltd(300446) board of directors
Notes on the confidentiality measures and systems adopted in this major asset restructuring
Baoding Lucky Innovative Materials Co.Ltd(300446) (hereinafter referred to as “the company”) plans to issue shares to purchase all the equities of southern Sichuan Aerospace Energy Technology Co., Ltd. (hereinafter referred to as “Aerospace Energy”) and Chengdu Aerospace Molding Co., Ltd. (hereinafter referred to as “aerospace molding”) and raise supporting funds (hereinafter referred to as “this transaction”).
According to the requirements of the measures for the administration of major asset restructuring of listed companies, during the planning of this transaction, the company has formulated a strict and effective confidentiality system for this transaction, and taken necessary and sufficient confidentiality measures with the counterparties and relevant intermediaries participating in this transaction. The details are as follows:
1. During the preliminary negotiation between the company and relevant trading parties on this transaction, the scope of insiders of inside information shall be strictly controlled, and the personnel who know relevant sensitive information shall be limited to the core participants. The company has fulfilled the obligation of confidentiality and prohibition of insider trading in accordance with the requirements of Shenzhen Stock Exchange to prevent the disclosure of insider information. At the same time, the company has prepared and submitted relevant materials such as trading process memorandum, insider registration form and so on.
2. In the agreement on issuing shares to purchase assets signed between the company and the counterparty of this transaction, the company and the counterparty agreed on confidentiality terms.
3. The company has hired or plans to hire independent financial advisers, legal advisers, audit institutions, evaluation institutions and other intermediaries with professional qualifications, and will sign a confidentiality agreement with the above intermediaries.
4. In the board meeting related to this transaction held by the company, the relevant confidential information is only known to the directors, supervisors, senior managers and other core handling personnel of the company. These personnel have strictly fulfilled the obligation of good faith and have not disclosed the confidential information.
5. In order to avoid the abnormal fluctuation of the company’s share price caused by the disclosure of insider information, the company applied to Shenzhen stock exchange for stock suspension. The trading of the company’s shares was suspended from the opening of the market on February 7, 2022, and disclosed the suspension notice on planning to issue shares to purchase assets and raise supporting funds (Announcement No.: 2022-003). During the suspension period, the company issued the suspension progress announcement according to relevant regulations and disclosed the suspension progress announcement on planning to issue shares to purchase assets and raise supporting funds on February 11, 2022 (Announcement No.: 2022-005). The company plans to apply for resumption of trading before February 21, 2022.
In conclusion, in strict accordance with the measures for the administration of major asset restructuring of listed companies and other relevant provisions, the company has adopted strict and standardized confidentiality measures and confidentiality system in this transaction. The relevant personnel of this transaction have strictly fulfilled the obligation of confidentiality, and there is no improper information disclosure in the whole process, and there is no trading with insider information.
It is hereby explained.
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(there is no text on this page, which is the signature page of the Baoding Lucky Innovative Materials Co.Ltd(300446) board of directors’ instructions on confidentiality measures and confidentiality system adopted in this major asset restructuring)
Baoding Lucky Innovative Materials Co.Ltd(300446) board of directors mm / DD / yyyy
