Tianjin Motimo Membrane Technology Co.Ltd(300334)
Comparison table for revision of insider information management system
According to the company law of the people's Republic of China (revised in 2018), the securities law of the people's Republic of China (revised in 2019), the Listing Rules of GEM stocks of Shenzhen Stock Exchange (revised in 2020), the guidelines for the standardized operation of GEM listed companies of Shenzhen Stock Exchange (revised in 2020), and the guidelines for the articles of association of listed companies (revised in 2019) According to the latest provisions of relevant laws and regulations such as the guidelines for the governance of listed companies, and in combination with the actual situation and operation and management needs of the company, the board of directors of the company revised the relevant provisions in the insider information management system. The revised insider information management system can take effect only after being deliberated and approved by the general meeting of shareholders. The specific amendments are as follows:
Comparison table for revision of insider information insider management system
Content before and after revision
Article 5 The term "inside information" as mentioned in this system refers to the information that has not been made public in securities trading activities involving the operation and finance of the company in accordance with the provisions of Article 52 of the securities law, involving the economy of the listed company or having a significant impact on the market price of the company's securities, or having an impact on the market price of the listed company's securities. Unpublished information with significant impact.
Unpublished means that the company has not disclosed the major events listed in Article 11, paragraph 2 of the securities law of the people's Republic of China or on the information disclosure publications or websites designated by the CSRC. Information.
Article 6 the scope of inside information includes but is not limited to Article 6 the scope of inside information includes but is not limited to:
(i) Major changes in the company's business policy and business scope that may affect the approval of the company and its shares by the State Council; (2) decisions to purchase or sell property that have a great impact on the company's major investment behavior and the stock trading price of major companies; major events mainly include:
（3） The conclusion of important contracts by the company may cause significant changes to (I) the company's business policy and business scope, the company's assets, liabilities, equity and operating results;
Significant impact; （2） The company's major investment behavior, the company （4） The company has major debts or the purchase and sale of major assets within one year exceeds 30% of the company's right to maturity and is not paid off or fails to pay off 30% of the total amount of heavy assets at maturity, or the breach of the company's large debts for business, or the liability for mortgage, pledge, sale or scrapping of major assets with large compensation; it exceeds 30% of the assets at one time ；
（5） (3) the company incurs major losses or suffers (3) the company enters into important contracts, provides major losses; large guarantees or engages in related party transactions, which may have a significant change in the assets, liabilities, rights and interests and operating results of the company (6) the external conditions of the company's production and operation;
（7） The directors and more than one-third (4) of the company have major debts and the supervisors or senior managers have changed; the breach of contract to pay the due major debts;
（8） (5) shareholders holding more than 5% of the company's shares (5) the company has suffered major losses or major or actual controllers, and their shares or corporate controls have suffered losses;
The situation of the Division has changed greatly; （6） (9) major changes in the external conditions of the company's production and operation (9) capital reduction, merger, division and dissolution of the company;
(7) the company's directors and more than one-third of the company's assets are dissolved or applied for bankruptcy, or are ordered to close down according to law; the supervisor or manager is changed, and the chairman or (10) major litigation and arbitration involving the company are unable to perform their duties;
（11） The resolution of the shareholders' meeting or the board of directors is revoked or invalidated by (8) holding more than 5% of the company's shares according to law; the shareholders or actual controllers hold shares or （12） The situation of the company's main assets used for business has changed greatly, and the company's pledge, sale or scrapping exceeds 30% of the actual controller of the assets and other enterprises under its control at one time; the situation of the same or similar business as the company (XIII) the main assets have been sealed up, seized or greatly changed;
Freezing or being mortgaged or pledged; （9） The company's plan to distribute dividends and increase capital, (14) major or all businesses are suspended, the company's equity structure changes, the company's capital reduction and liquidation, and the decisions on merger, division, dissolution and application for bankruptcy,
（15） The company's regular reports before disclosure according to law or entering into bankruptcy proceedings according to law, being ordered to close down; reports, performance letters and financial reports; (10) major lawsuits and arbitrations involving the company; (16) the resolutions of the general meeting of shareholders and the board of directors on the distribution of dividends or capital increase of the company are cancelled or planned according to law; the listed company repurchases its shares or declares it invalid with provident fund;
Plans to increase share capital; （11） The company is suspected of committing a crime and is filed in accordance with the law (17) the board of directors has made a resolution on the issuance of new shares or its investigation, the formation of the company's controlling shareholder, actual controller, other refinancing schemes and equity incentive schemes, and the relevant directors, supervisors and senior managers are suspected of committing a crime; mandatory measures are taken in accordance with the law;
（18） Major changes in corporate debt guarantee (12) other matters stipulated by the securities regulatory authority under the State Council.
（19） The directors, supervisors and senior managers of the company may have major events that may have a great impact on the trading management personnel of trading corporate bonds and may bear major losses according to law, mainly including the liability for compensation
（20） The company is suspected of committing a crime and has been investigated by the judicial organ (I) the company's ownership structure or production and operation, and the company's directors, supervisors and senior management have changed significantly;
The personnel are suspected of committing a crime and are taken compulsory measures by the judicial organ (2) the credit rating of corporate bonds is changed;
（21） Major changes in the company's equity structure (III) mortgage, pledge, conversion, sale, transfer and scrapping of the company's major assets;
（22） Relevant plans for the acquisition of the company; (4) the company fails to pay off its due debts; (23) it obtains large government subsidies;
To the company's assets, liabilities Equity or operation into (5) the company's new loans or additional income that has a significant impact on the results of external provision; the guarantee exceeds 20% of the net assets at the end of the previous year; (24) the court ruled to prohibit the controlling shareholder （6） The company's abandonment of creditor's rights or property exceeds the transfer of its shares; 5% of the company's net assets at the end of the previous year held by any shareholder is 10%; the above shares are pledged, frozen, judicial auction, entrusted to (7) the company exceeds the net assets management at the end of the previous year, the establishment of trust or the restriction of voting power according to law; 10% of major losses;
（25） (8) the company distributes dividends, makes decisions on capital reduction, calculation, merger, division, dissolution and application for bankruptcy,
（26） Being ordered to close down due to the existence of previously disclosed information or entering bankruptcy proceedings according to law; making mistakes, failing to disclose in accordance with regulations or making false records, (9) major litigation and arbitration involving the company; being ordered to make corrections by relevant authorities or decided by the board of directors （10） The company's suspected crime was placed on file for correction according to law; the company's controlling shareholders, actual controllers, directors (27) and the company's regular financial reports were investigated; the directors, supervisors and senior managers suspected of crime were taken compulsory measures in accordance with (28) the law of the China Securities Regulatory Commission;
(11) other important information recognized by the Shenzhen stock exchange that has a significant impact on the price of the securities regulatory authority under the State Council. Other matters specified. Article 8 the scope of insider information includes, but Article 8 the scope of insider information includes but is not limited to:
(i) Directors, supervisors and senior management of the company (I) the issuer and its directors, supervisors and senior personnel; Level management personnel;
（2） Holding more than 5% of the company's shares; (2) shareholders holding more than 5% of the company's shares and their directors, supervisors and senior managers; shareholders holding more than 5% of the company's shares and their directors, supervisors and senior managers; (3) actual controllers of the company and their directors, supervisors, senior managers; level managers;
（4） The company's holding subsidiaries and their directors (3) the matters, supervisors and senior managers controlled or actually controlled by the issuer; the company and its directors, supervisors and senior managers; (5) due to their positions in the company, they can obtain; (4) due to their positions in the company or due to their internal information related to the company; the company's business dealings can obtain the internal information of the company （6） Personnel who may be exposed to non-public information due to intermediary services;
Information institutions and their related personnel, including but not limited to (5) acquirers of listed companies or major investors in accounting firms, recommendation institutions, financial consultants, property traders and their controlling shareholders, actual controllers, law firms, financial public relations companies, information software directors, supervisors and senior managers;
Company, etc. （6） (7) relevant personnel of securities trading places, securities companies, other persons designated or recognized as insiders of the company by securities registration and clearing institutions and securities service institutions who can obtain insider information of laws, regulations and CSRC due to their position and work;
（7） You can get inside information because of your duties and work
The staff of the securities regulatory body that provides information; （8） Staff members of relevant competent departments and regulatory institutions who can obtain inside information due to their statutory duties in the issuance and trading of securities or the management of listed companies and their acquisitions and major asset transactions; (9) other personnel who can obtain inside information as stipulated by the securities regulatory authority under the State Council.
Article 22 registration and filing of insider information Article 22 before the contents of insider information publicly disclosed according to law, including but not limited to insider information matters, the company shall fill in the name of insider information in the listed company, organization screen information insider file, and timely record the negotiation and preparation code / ID card number, securities account Planning, demonstration and consultation, contract conclusion and other stages and reports, insider information in units / departments, positions / posts, informed insider transmission, preparation, resolution, disclosure and other links, ways and methods of knowing, time of knowing, list of insiders, and the of knowing insider information, etc. Time, place, basis, method, content and other information. Insiders of inside information shall confirm. And report to Shenzhen Stock Exchange and regulatory authorities in accordance with relevant requirements.
The contents of the insider file, including but not limited to the last name of the insider
