Henan Liliang Diamond Co.Ltd(301071)
Investor relations management system
Chapter I General Provisions
Article 1 in order to further promote Henan Liliang Diamond Co.Ltd(301071) (hereinafter referred to as “the company”) to improve the governance structure and standardize the management of investor relations of the company, in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guidelines for the relationship between listed companies and investors, and the Listing Rules of Shenzhen Stock Exchange gem shares (hereinafter referred to as “the Listing Rules”) This system is formulated in accordance with the provisions of relevant laws, administrative regulations, normative documents and business rules, such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM.
Article 2 investor relations management of the company refers to the company’s strengthening communication with investors and potential investors through information disclosure and exchange, enhancing investors’ understanding and recognition of the company and improving the level of corporate governance, so as to maximize the overall interests of the company and protect the legitimate rights and interests of investors.
Article 3 the purpose of investor relations management of the company is to:
(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 investment philosophy of maximizing the overall interests of the company and increasing the wealth of shareholders.
(V) increase the transparency of corporate information disclosure and improve corporate governance.
Article 4 the basic principles of investor relations management of the company are:
(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 management, 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 and relevant information disclosure obligors shall treat all shareholders and potential investors of the company fairly and avoid selective information disclosure; Major information shall be publicly disclosed to all investors at the same time to ensure that all investors can have equal access to the same information, and shall not disclose, disclose or divulge it to specific objects in advance.
(IV) the principle of honesty and trustworthiness. The company’s investor relations management should be objective, true and accurate to avoid excessive publicity and misleading.
(V) principle of high efficiency and low consumption. When choosing investor relations management, 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.
Article 5 the investor relations management of the company shall reflect the principles of openness, fairness and impartiality, and objectively, truly, accurately and completely introduce and reflect the actual situation of the company. The following circumstances shall not occur: (I) disclose or release the material information that has not been publicly disclosed through non legal means; (II) publishing false or misleading contents and making exaggerated publicity and misleading tips; (III) make expectations or commitments on the price 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 6 this system is the basic system of investor relations management of the company, and the company shall actively carry out investor relations management. The management of the company shall attach great importance to the management of investor relations.
Article 7 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) the company shall formulate a reception and promotion system, which shall at least include the organization arrangement, activity content arrangement, personnel arrangement, prohibition of unauthorized disclosure Provisions on disclosing or divulging undisclosed major information, etc; (II) the company shall 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 related to 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.
Chapter II object and content of investor relations management
Article 8 the objects of investor relations management include:
(I) investors (including registered investors and potential investors);
(II) financial media, industry media and other relevant media;
(III) other relevant institutions.
Article 9 when carrying out investor relations management activities, the company shall take the publicly disclosed information as the exchange content, 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.
Article 10 the communication between the company and investors in investor relations management mainly includes:
(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 explanation, including regular reports and temporary 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.
Chapter III forms and requirements of investor relations management
Article 11 the company can communicate with investors through multiple channels and levels, and the communication method should be as convenient and effective as possible to facilitate investors’ participation. Through the company’s official website, Shenzhen Stock Exchange website and Shenzhen Stock Exchange investor relations interactive platform (hereinafter referred to as interactive platform), new media platform, telephone, fax, email, investor education base and other means, the company can take the forms of shareholders’ meeting, investor briefing, roadshow, investor research, Securities analyst research and so on, Establish a major event communication mechanism with investors.
Article 12 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 Shenzhen Stock Exchange.
Article 13 the information that should be disclosed according to laws and regulations, securities regulatory authorities and stock exchanges must be published in the designated newspaper and website of the company’s information disclosure at the first time.
Article 14 the information disclosed by the company in other public media shall not precede the designated newspaper and website, and shall not replace the company’s announcement in other forms such as press release or answering reporters’ questions.
The company shall clearly distinguish between advertising and media reports, and shall not use advertising materials and paid means to affect the objective and independent reports of the media.
The company shall pay attention to the publicity and reports of the media in time and respond appropriately when necessary.
Article 15 the company shall pay full attention to the construction of network communication platform, set up investor relations column on the company’s website, accept the questions and suggestions put forward by investors through e-mail or forum, and reply in time. The company shall update the company’s website in time, distinguish the historical information from the current information with obvious signs, and correct the wrong information in time to avoid misleading investors.
Article 16 the company shall enrich and timely update the content of the company’s website, and can place the news release, company profile, business products or services, legal information disclosure materials, investor relations contact methods, special articles, executive speeches, stock market and other relevant information concerned by investors on the company’s website.
Article 17 the company shall set up special investor consultation telephone and fax and make public announcement. The consultation telephone shall be in the charge of a specially assigned person familiar with the situation to ensure that the line is unblocked and carefully answered during working hours. If there is any change in the consultation telephone number, it shall be announced in time and published on the company’s website. In case of major events or other necessary circumstances, the company shall open multiple telephones to answer investor inquiries. The company can use the network and other modern communication tools to carry out regular or irregular exchange activities conducive to improving investor relations. The company’s reply and feedback to investors through telephone, fax, e-mail and other external contact channels shall be made public at least once a quarter.
Article 18 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 19 the company shall assume 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 20 the company shall communicate with investors through the interactive platform of investor relations of the stock exchange (hereinafter referred to as “interactive trading”), appoint or authorize the Secretary of the board of directors or securities affairs representative to check the investor’s questions received on the interactive trading, and deal with the relevant information of the interactive trading in a timely manner in accordance with the listing rules and other relevant provisions.
Article 21 the company shall pay full attention to the information on the interactive platform and the reports on the company by various media, and pay full attention to and perform the information disclosure obligations caused or likely to be caused by relevant information and reports according to law. The company shall conduct a full, in-depth and detailed analysis, explanation and reply to the investors’ questions about the disclosed information through interaction. For important or general questions and answers, the company shall sort them out and publish them in a prominent way.
The company’s behavior of publishing information or answering investors’ questions in the interactive easy can not replace the due obligation of information disclosure. The company shall not answer investors’ questions involving or possibly involving undisclosed material information in the interactive easy.
Article 22 the company shall communicate with investors through various channels such as the interactive platform, and assign or authorize special personnel to view and process the relevant information of the interactive platform in time. The company shall make full, in-depth and detailed analysis, explanation and reply to the investors’ questions about the disclosed information. For important or general questions and answers, the company shall sort them out and publish them in a prominent way on the interactive platform. The company’s behavior of publishing information or answering investors’ questions on the interactive easy platform cannot replace the due obligation of information disclosure. The company shall not answer investors’ questions involving or possibly involving undisclosed material information on the interactive easy platform.
Article 23 when publishing information on the interactive platform, the company shall be cautious, objective, based on facts, ensure the authenticity, accuracy, integrity and fairness of the published information, shall not use exaggerated, propaganda and misleading language, shall not mislead investors, and shall fully remind the possible major uncertainties and risks of relevant matters. The company’s information disclosure shall be subject to the content disclosed through qualified media. The information published on the interactive platform shall not conflict with the information disclosed according to law.
Article 24 the company shall be cautious, objective and based on facts when publishing information on the interactive platform and answering questions related to the concept of market hot spots and sensitive matters. It shall not use the interactive platform to cater to market hot spots or improperly associate with market hot spots, and shall not deliberately exaggerate the impact of relevant matters on the company’s production, operation, R & D, sales and development, Improperly affect the price of the company’s shares and their derivatives.
Article 25 the company shall also hold regular meetings with investors to timely answer the concerns of public investors and enhance investors’ understanding of the company. The company shall strengthen communication and exchange with small and medium-sized investors, establish effective channels for communication with investors, and meet with investors regularly.
Article 26 the company may arrange investors, analysts, news media and other specific objects to visit, discuss and communicate with the company on site. The company shall reasonably and properly arrange the visit process and do a good job in information isolation, so that the visitors can understand the business and operation of the company, and pay attention to avoiding the visitors from having the opportunity to get unpublished important information. The company shall send more than two people to accompany the visitors and assign special personnel to answer the questions of the visitors.
Article 27 Where the relevant major issues of the company are highly concerned or questioned by the market, in addition to timely performing the obligation of information disclosure in accordance with the listing rules, an explanation meeting can also be held on site, online or other means to introduce the situation, explain the reasons and answer relevant questions. The chairman, general manager, Secretary of the board of directors, chief financial officer or other responsible persons of the company shall attend the briefing meeting.
Article 28 when accepting the investigation of institutions and individuals engaged in securities analysis, consulting and other securities services, institutions and individuals engaged in securities investment (hereinafter referred to as the investigation institutions and individuals), the company shall properly carry out the relevant reception work and perform the corresponding information disclosure obligations according to the regulations.
Article 29 companies, research institutions and personnel shall not use research activities to engage in market manipulation, insider trading or other illegal acts.
Article 30 the controlling shareholders, actual controllers, directors, supervisors, senior managers and other employees of the company shall inform the Secretary of the board of directors before accepting the investigation. In principle, the Secretary of the board of directors shall participate in the interview and investigation in the whole process. The interviewee or researcher shall form a written record of the investigation process and communication content, and jointly sign with the interviewee or researcher for confirmation
