Wuhan Tianyu Information Industry Co.Ltd(300205)
Management system for users of external information
Article 1 in order to further strengthen the management of information disclosure of Wuhan Tianyu Information Industry Co.Ltd(300205) (hereinafter referred to as “the company” or “the company”), standardize the management affairs of external information users, ensure fair information disclosure and avoid insider trading, this system is formulated in accordance with relevant laws, regulations and relevant provisions of Shenzhen Stock Exchange and in combination with the actual situation of the company.
Article 2 the scope of application of this system includes the company and its subordinate departments, branches, wholly-owned and holding subsidiaries, as well as the directors, supervisors, senior managers and other relevant personnel of the company.
Article 3 the information referred to in this system refers to all information that may have a great impact on the trading price of the company’s shares and their derivatives, including but not limited to regular reports, interim reports, financial data, major matters under planning or requiring approval, etc.
Article 4 the information submitted by the company to the outside world shall be subject to hierarchical and classified management. The board of directors of the company is the top management organization for external information submission. The Secretary of the board of directors of the company is responsible for the supervision of external information submission. The office of the board of directors of the company is responsible for assisting the Secretary of the board of directors in the daily management of external information submission. All units or relevant personnel of the company shall perform the review and management procedures of external information submission in accordance with the provisions of this system.
Article 5 the directors, supervisors, senior managers and other relevant personnel of the company shall comply with the requirements of relevant laws, regulations, normative documents and relevant systems of the company, and perform necessary transmission, review and disclosure procedures for the company’s regular reports, interim reports and major matters.
Article 6 directors, supervisors, senior managers and other relevant personnel of the company shall have the obligation of confidentiality before the formal public disclosure of regular reports and interim reports or during the planning and negotiation of major matters, and shall not disclose or disclose relevant information to the outside world or specific personnel in any form or through any means (such as investor research, business publicity activities, bidding, etc.).
Article 7 before the disclosure of periodic reports, the company shall not submit annual statistical statements and other materials to external units without laws and regulations in advance, and shall refuse the submission requirements put forward by external units without laws and regulations.
Article 8 if the company needs to submit statistical statements, financial statements and other materials to relevant units in advance in accordance with laws and regulations such as statistics and tax collection and management, it shall remind relevant units and individuals in writing to earnestly fulfill the obligations of information confidentiality and avoiding insider trading stipulated in the securities law of the people’s Republic of China and other laws and regulations, and require the other party to reply to confirm that it is aware of relevant confidentiality obligations, And bring external units and relevant personnel into the scope of insiders
Article 9 Where the company submits information related to regular reports to specific external information users in accordance with laws and regulations, the provision time shall not be earlier than the disclosure time of the company’s performance express, and the information provided shall not exceed the disclosure content of the performance express.
Article 10 when the company conducts business negotiations, applies for bank loans and other matters, and it is really necessary to provide the other party with major information that has not been disclosed by the company due to special circumstances, the company shall require the other party to sign a confidentiality agreement to ensure that it will not disclose or disclose relevant information, and promise not to buy or sell the company’s securities before the announcement of relevant information.
Article 11 before the departments, branches, holding subsidiaries and their staff of the company submit information to the outside world in accordance with the provisions of laws and regulations, the handling personnel shall submit the approval form for providing information to the outside world (Annex I) in writing, which shall be reviewed and approved by the head of the Department (or the head of the branch or holding subsidiary) and the deputy general manager in charge of the company, It can only be submitted to the public after being approved by the Secretary of the board of directors, and it must be approved by the chairman of the board of directors if necessary. The handling person, department head and deputy general manager in charge of the company who submit information to the outside world are responsible for the authenticity, accuracy and integrity of the submitted information, and the Secretary of the board of directors is responsible for the compliance of the submission procedures.
Article 12 all departments, branches, holding subsidiaries and their staff members of the company shall take the information submitted to the outside that has not been disclosed by the company as insider information, and send the confidentiality prompt letter (Annex II) and the receipt for providing information to the outside (Annex III) to the external units and personnel receiving and / or using the information, Remind the other party in writing to earnestly perform the obligations of information confidentiality and prohibition of insider trading stipulated in the securities law of the people’s Republic of China and other laws and regulations.
Article 13 all departments, branches, holding subsidiaries and their staff of the company shall require the other party to provide the relevant information of the external information receiver / user when providing the company’s unpublished major information to the external unit or individual, and timely report to the office of the board of directors of the company for filing. The office of the board of directors is responsible for the registration of insiders.
Article 14 the confidentiality agreement, letter of commitment signed by the external information user and the relevant information of the external information user provided by the external information user shall be kept by the office of the board of directors of the company for a period of 10 years.
Article 15 external units or individuals that receive and / or use the company’s unpublished information shall not disclose or disclose the company’s unpublished information to the outside world or specific personnel in any way, and shall not use the insider information to buy and sell the company’s securities or suggest others to buy and sell the company’s securities.
Article 16 all departments, branches, holding subsidiaries and their staff of the company shall strictly implement this system, and shall require and urge external units or individuals to take effective confidentiality measures for the major information that they know and have not been disclosed by the company involved / used in the documents, materials, reports and other materials transmitted internally, and strictly limit the scope of information insiders.
Article 17 all departments, branches, holding subsidiaries and their staff of the company shall urge external units or individuals and their staff to immediately notify the Secretary of the board of directors of the company when the above-mentioned major information is disclosed or leaked due to improper confidentiality. The company shall also report to Shenzhen Stock Exchange and make an announcement as soon as it knows.
Article 18 all departments, branches, holding subsidiaries and their staff of the company shall require external units or individuals that receive and / or use the company’s undisclosed information to strictly abide by the above terms and perform the obligations of information confidentiality and avoiding insider trading stipulated in the securities law of the people’s Republic of China and other laws and regulations. If such external units or individuals illegally use the material information known to them that has not been disclosed by the company, resulting in economic losses to the company, the company has the right to require them to bear compensation liability according to law and immediately; If such external units or individuals use the information they know to buy and sell the company’s securities or suggest others to buy and sell the company’s securities, the company shall immediately submit relevant materials to the securities regulatory authority or judicial authority for investigation and handling.
Article 19 matters not covered in this system shall be implemented in accordance with the relevant provisions of the company law, the securities law, the information disclosure management system of listed companies, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of Companies listed on GEM, etc.
Article 20 the system shall be interpreted and revised by the board of directors of the company.
Article 21 this system shall come into force from the date of deliberation and adoption by the board of directors.
Wuhan Tianyu Information Industry Co.Ltd(300205) December 27, 2011 Annex I was revised for the first time on February 28, 2002:
Approval form for providing external information
Submission object of application department
Applicant’s application date
Information name
And content summary
Attachment: head of application department
sign
Signature: mm / DD / yyyy
Deputy general manager in charge
to examine
Signature: mm / DD / yyyy
□ not involving unpublished information
Office of the board of directors □ involving unpublished information
Review □ confidentiality reminder
□ receipt of external information
Signature: mm / DD / yyyy
Secretary of the board of directors
to examine
Signature: mm / DD / yyyy Annex II:
Confidentiality reminder
：
Laws, regulations and relevant regulatory rules define the information of listed companies before public disclosure as insider information, and listed companies shall strictly manage the submission and use of insider information.
The relevant materials submitted by the company this time belong to undisclosed insider information. According to the relevant regulatory requirements, the key tips are as follows:
1. Your company shall strictly control the use scope and informed scope of the materials submitted by the company.
2. The relevant personnel of your company who receive the submission and use of the company’s materials are insiders and have the obligation of information confidentiality; Before the relevant information is disclosed, the information involved in the materials shall not be disclosed, and the information obtained shall not be used to buy and sell the company’s securities or suggest others to buy and sell the company’s securities. Confidentiality obligation until relevant confidential information has been legally disclosed in accordance with relevant laws and regulations.
3. The personnel of your company who obtain the company’s information shall not use the unpublished information submitted by the company in relevant documents, unless the company discloses the information at the same time.
4. The personnel of your company who obtain the company’s information shall immediately notify the company if the major information submitted is leaked due to improper confidentiality.
5. We will register and record the relevant personnel of your company who have obtained the company’s information for investigation in case of information disclosure.
Here’s a reminder.
Wuhan Tianyu Information Industry Co.Ltd(300205) mm / DD / yyyy
Annex III:
Receipt of external information
Wuhan Tianyu Information Industry Co.Ltd(300205) ：
We have received the following documents and confidentiality tips from your company:
one
two
3. Information users:
Mobile phone number of name / location / Department / Office / ID number
This is your receipt.
Signed by:
specific date
