Information disclosure management system
Chapter I General Provisions
Article 1 in order to ensure the timely, accurate, sufficient and complete information disclosure of Apt Medical Inc(688617) (hereinafter referred to as “the company”) and protect the legitimate rights and interests of investors, In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of information disclosure of listed companies, the Listing Rules of Shanghai Stock Exchange on the stock science and Innovation Board (hereinafter referred to as the “Listing Rules”) This system is formulated in combination with the actual situation of the company, such as the guidelines for self-discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 – standardized operation and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association of Shenzhen huitai medical device Co., Ltd. (hereinafter referred to as the “articles of association”).
Article 2 the “significant information” mentioned in this system refers to the information that may or has had a great impact on the trading price of the company’s shares and their derivatives (hereinafter referred to as “securities”), related to the value judgment and investment decision-making of investors, and required to be disclosed by the securities regulatory authorities. The specific standards shall be determined in accordance with the relevant provisions of the measures for the administration of information disclosure of listed companies and the listing rules.
The term “disclosure” as mentioned in this system refers to the publication of the above information to the public in the prescribed manner on the website of the stock exchange and the media meeting the conditions prescribed by the CSRC within the prescribed time, and the submission to the securities regulatory department and the Shanghai Stock Exchange in accordance with the provisions. If the relevant departments and personnel of the company or other information disclosure obligors cannot determine whether the matters involved belong to the “information” in this system, they shall contact the Secretary of the board of directors of the company in time and the Secretary of the board of directors of the company shall be responsible for identifying them.
Article 3 the system is applicable to the following personnel and institutions, hereinafter referred to as “information disclosure obligors”: (I) the board of directors and the board of supervisors of the company;
(II) directors, supervisors, general manager, financial director, Secretary of the board of directors and other senior managers of the company;
(III) all departments, branches (if any), holding subsidiaries (if any) (including direct and indirect holding), participating companies (if any) and their main principals;
(IV) controlling shareholders, actual controllers and shareholders holding more than 5% of the shares of the company; (V) core technical personnel of the company;
(VI) natural persons, units and their related personnel such as acquirers, parties involved in major asset restructuring, refinancing and major transactions;
(VII) the bankrupt administrator and its members;
(VIII) other company personnel and departments responsible for information disclosure.
(IX) other departments and personnel of the company responsible for information disclosure as stipulated in laws, regulations, rules and normative documents.
Article 4 information disclosure obligors shall timely perform their obligations of information disclosure in accordance with the law, and the information disclosed shall be true, accurate, complete, concise, clear and easy to understand, without false records, misleading statements or major omissions.
The information disclosed by the information disclosure obligor shall be disclosed to all investors at the same time, and shall not be disclosed to any unit or individual in advance. However, unless otherwise provided by laws and administrative regulations.
Before the disclosure of inside information according to law, insiders of inside information and those who illegally obtain inside information shall not disclose or disclose the information, and shall not use the information for insider trading. No unit or individual may illegally require the information disclosure obligor to provide information that needs to be disclosed according to law but has not been disclosed.
Article 5 the directors, supervisors and senior managers of the company shall faithfully and diligently perform their duties to ensure that the information disclosed is true, accurate and complete, and the information disclosure is timely and fair.
Article 6 in addition to the information that needs to be disclosed according to law, the information disclosure obligor may voluntarily disclose the information related to the value judgment and investment decision made by the investor, but it shall not conflict with the information disclosed according to law or mislead the investor.
The information voluntarily disclosed by the information disclosure obligor shall be true, accurate and complete. Voluntary information disclosure shall abide by the principle of fairness, maintain the continuity and consistency of information disclosure, and shall not make selective disclosure.
The information disclosure obligor shall not use the information voluntarily disclosed to improperly affect the trading price of the company’s securities and their derivatives, and shall not use the voluntary information disclosure to engage in illegal acts such as market manipulation.
Article 7 where the company and its controlling shareholders, actual controllers, directors, supervisors and senior managers make public commitments, they shall be disclosed.
Article 8 information disclosure documents include periodic reports, interim reports, prospectus, prospectus, listing announcement, acquisition report, etc.
Article 9 the company and other information disclosure obligors shall disclose information according to law, and no institution, department or person shall disclose information without authorization.
Article 10 when disclosing information according to law, the company shall submit the announcement manuscript and relevant documents for future reference to the Shanghai stock exchange for registration, and publish the information to be disclosed to the public in the prescribed way in the qualified media. The information disclosed according to law shall be published in the qualified media and kept at the company’s domicile A securities trading place for the public to consult.
The release of information on the company’s website and other media shall not precede the qualified media, and shall not replace the reporting and announcement obligations in any form such as press release or answering reporters’ questions, or replace the temporary reporting obligations in the form of regular reports.
Article 11 the chairman of the board of directors is the ultimate responsible person for the company’s information disclosure. The company and its directors, supervisors, senior managers, shareholders and their actual controllers are the information disclosure obligors. The information disclosure obligors shall be subject to the supervision of the CSRC and the Shanghai Stock Exchange.
Chapter II Basic Principles and general provisions of information disclosure
Article 12 the information disclosed by the company and relevant information disclosure obligors shall be complete, fully disclose the information that has a significant impact on the company, reveal the major risks that may arise, and shall not selectively disclose some information or make major omissions. The information disclosure documents shall have complete materials and the format shall meet the specified requirements.
Article 13 the company and relevant information disclosure obligors shall disclose all securities and derivatives that may affect the company
Events that have a great impact on the transaction price of raw varieties or have a great impact on investment decisions (hereinafter referred to as “major events or major events”). The specific matters to be disclosed shall be determined in accordance with the provisions of the standards for the governance of listed companies, the measures for the administration of information disclosure of listed companies, the listing rules and other laws, regulations and normative documents.
Article 14 the company and all its directors, supervisors and senior managers shall faithfully and diligently perform their duties. The directors, supervisors and senior managers shall ensure that the issuer discloses information in a timely and fair manner and that the information disclosed is true, accurate and complete. If the directors, supervisors and senior managers cannot guarantee the authenticity, accuracy and completeness of the securities issuance documents and periodic reports, or have objections, they shall express their opinions and state the reasons in the written confirmation opinions, which shall be disclosed by the company.
Article 15 the company’s announcement manuscript shall be focused, logical, plain, concise and easy to understand, avoid using a large number of professional terms, too obscure expressions and foreign languages and their abbreviations, avoid vague, temsectord and redundant information, and shall not contain words of congratulations, publicity, advertising, compliments, slander and other nature.
Article 16 the information disclosed by the company and relevant information disclosure obligors shall be based on objective facts or judgments and opinions with factual basis, truthfully reflect the actual situation, and there shall be no false records. The company and relevant information disclosure obligors shall disclose information objectively, without exaggeration or misleading statements. The disclosure of predictive information such as future operations and financial conditions shall be reasonable, prudent and objective.
Article 17 the company and relevant information disclosure obligors shall publicly disclose major information to all investors at the same time, so as to ensure that all investors can have equal access to information, and shall not disclose or divulge it to single or partial investors.
The company and relevant information disclosure obligors shall not provide major information that has not been disclosed by the company when communicating with any institutions and individuals through performance briefing, analyst meeting, roadshow, investor research and other forms.
If the documents submitted by the company to shareholders, actual controllers and other third parties involve material information that has not been disclosed, they shall be disclosed in accordance with the listing rules.
Article 18 where there is great uncertainty in the major matters planned by the company, the immediate disclosure may damage the interests of the company or mislead investors, and the insider of the relevant insider information has made a written commitment to confidentiality, the company may not disclose it temporarily, but the final resolution shall be formed on the major matters at the latest
If it is difficult to keep confidential, the information shall be disclosed immediately.
If the relevant information is really difficult to keep secret, has been leaked or there are market rumors, resulting in significant fluctuations in the company’s stock trading price, the company shall immediately disclose the relevant planning and progress.
Events occurred in or related to the company do not meet the disclosure standards specified in this system, or there are no specific provisions in this system, but the Shanghai Stock Exchange or the board of directors of the company believe that the event may have a great impact on the trading price of the company’s shares and their derivatives, or have a great impact on investment decisions, The company shall timely disclose relevant information in accordance with the provisions of this system.
Article 19 before information disclosure, the directors, supervisors, senior managers and other insiders of the company shall keep the insiders of the information to a minimum, and shall not disclose the company’s insider information, conduct insider trading or cooperate with others to manipulate the trading price of stocks and their derivatives.
Article 20 the company shall clarify the scope of Information Disclosure Responsibilities and confidentiality responsibilities of the company’s internal (including holding subsidiaries) and relevant personnel, so as to ensure that the company’s information disclosure meets the requirements of this system, the listing rules and other laws, regulations and normative documents.
Article 21 if the company finds that the disclosed information (including the announcement issued by the company or the information about the company reproduced in the media) is wrong, omitted or misleading, it shall issue a correction announcement, supplementary announcement or clarification announcement in time.
Chapter III contents of information disclosure
Section I General Provisions
Article 22 the disclosure information regulated by this system only includes the information that needs to be continuously disclosed, mainly in the form of regular reports and interim reports.
Article 23 the periodic reports disclosed by the company include annual reports and semi annual reports. Article 24 interim reports refer to the announcements other than periodic reports issued by the company in accordance with laws, regulations, departmental rules, listing rules, etc. The interim report includes but is not limited to the following matters:
