Yingtong Telecommunication Co.Ltd(002861)
Comparison table for revision of relevant systems
In accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board and other relevant laws and regulations, and in combination with the actual situation, Yingtong Telecommunication Co.Ltd(002861) (hereinafter referred to as "the company") held the 16th meeting of the 4th board of directors on March 11, 2022, The company has decided to revise the information disclosure management system, the internal reporting system of major information, the insider information management system, the working rules of the audit committee of the board of directors, and the management system of shares held by directors, supervisors and senior managers and their changes. The company plans to amend the above rules and regulations as follows:
1、 Comparison table for revision of information disclosure management system
If only the serial number of the following clauses is changed but the content is not changed due to the addition or deletion of clauses, the column is not made here
Before and after modification
Article 1 to strengthen the management of information disclosure of Hubei Yingtong Telecommunication Co.Ltd(002861) wire rod Co., Ltd. Article 1 to strengthen the management of information disclosure of Yingtong Telecommunication Co.Ltd(002861) (hereinafter referred to as "the company"), standardize the information disclosure of the company, ensure the authenticity, accuracy and model of the company's information disclosure, and ensure the authenticity and Quasi complete disclosure of information, safeguarding the accurate and complete disclosure of information by the company's shareholders, especially the public, and safeguarding the legitimate rights and interests of the company's shareholders, especially the shareholders. In accordance with the company law of the people's Republic of China, the legitimate rights and interests of the public shareholders and the company law of the people's Republic of China (hereinafter referred to as the "company law") The company law of the people's Republic of China (hereinafter referred to as "the company law"), the securities law of the people's Republic of China (hereinafter referred to as "the securities law"), the securities law of the people's Republic of China (hereinafter referred to as "the Listing Rules of Shenzhen Stock Exchange" (hereinafter referred to as "the securities law"), the Listing Rules of Shenzhen Stock Exchange and the municipal rules) The measures for the administration of information disclosure of listed companies, the guidelines for self-regulation of listed companies of Shenzhen Stock Exchange No. 5, the standardized operation number of listed companies on the SME Board of Shenzhen Stock Exchange - the administration of information disclosure affairs, the guidelines for information disclosure of listed companies (hereinafter referred to as the "guidelines for standardized operation") and other relevant laws This system is formulated in accordance with relevant laws, regulations and the articles of association. Degrees.
Article 2 the term "information disclosure" as mentioned in this system refers to the important information required by the securities regulatory authorities to be disclosed that may have a great impact on the trading price or production and operation activities of the company's shares and their derivatives, but the investors have not been informed, Within the specified time and on the specified media, it shall be announced to the public in the specified way, and the relevant documents for future reference shall be sent to the securities regulatory authority or the exchange.
Article 3 "information disclosure obligors" mentioned in this system refer to the company and its directors, supervisors, senior managers, shareholders or holders of depositary receipts, actual controllers, purchasers and other subjects with changes in equity, major asset restructuring Before the bankruptcy and refinancing of relevant parties
The intermediary institutions and their related personnel provided by the above-mentioned entities, as well as other entities that bear relevant obligations for listing, information disclosure, suspension, resumption, delisting and other matters stipulated by laws and regulations.
Article 2 the information disclosed by the company shall be true, accurate and complete. Article 4 the information disclosed by the company shall be true, accurate, complete and timely, and treat every shareholder equally. Information should be provided to shareholders in a timely manner and treated equally. The information shall be publicly disclosed to all investors at the same time, and there shall be no false records or false public disclosure to all investors, and there shall be no false records, guiding statements or major omissions. Misleading statements or material omissions.
The term "timely" as mentioned in this system refers to the two trading days from the starting date or when the company can voluntarily disclose the information other than the information required to be disclosed according to law. Disclose information related to investors' value judgment and investment decision-making, but shall not conflict with the information disclosed according to law or mislead investors.
The information voluntarily disclosed 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 3 the directors, supervisors and senior managers of the company shall faithfully and diligently perform their duties to ensure the authenticity, accuracy, integrity, timeliness and fairness of the information disclosed.
Article 4 before the disclosure of insider information according to law, any insider who does not disclose the information in Article 5 shall disclose or disclose the information to all investors at the same time, and shall not use the information for disclosure, nor disclose it to any unit or individual in advance. But insider trading. Yes, unless otherwise provided by laws and administrative regulations. The insider company shall not communicate with any institution or individual on the company's operation and finance through performance briefing, analyst meeting, roadshow, receiving information disclosure according to law, insider of the insider information and illegal investigation by investors, and shall not use the information for insider trading. Inside information shall not be provided for any single. Individuals and individuals shall not illegally require information disclosure obligors to provide information that needs to be disclosed according to law but has not been disclosed.
If the company communicates with any unit or individual on the company's operation, financial status and other events in the form of performance briefing, analyst meeting, roadshow, acceptance of investor research, etc., it shall not provide insider information.
Article 5 the company's information disclosure documents mainly include the prospectus. Article 6 the company's information disclosure documents mainly include the prospectus, prospectus, listing announcement, periodic report and interim statement, prospectus, listing announcement, acquisition report, etc. Documents required to be disclosed by laws and regulations, such as books, periodic reports and interim reports.
Article 6 the "information to be disclosed" mentioned 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 and is not known to investors, including but not limited to: (I) in line with articles 9.2 and 11.8.2 of the listing rules
Information related to the matters specified in article 11.8.3; (II) information related to the company's performance, profit and other matters, such as financial performance, profit forecast, profit distribution and conversion of reserve fund into share capital; (III) information related to the company's acquisition, merger, reorganization, major investment, external guarantee and other matters; (IV) information related to the company's stock issuance, stock repurchase, stock split and other matters; (V) information related to the company's business matters, such as the development of new products, new inventions, new customer groups and new suppliers, the conclusion of future major business plans, the signing of major contracts, etc; (VI) information related to major litigation and arbitration matters of the company. Article 7 when a company discloses information according to law, it shall submit the announcement manuscript. Article 7 the information disclosed by the company according to law shall be submitted to the stock exchange for examination and registration in Shenzhen Stock Exchange and relevant documents for future reference. The website of the stock exchange and the media designated by China Securities Regulatory Commission shall be published, It shall also submit the disclosure announcement manuscript and relevant documents for future reference specified by the Information Commission (hereinafter referred to as the "CSRC") to the media release of the CSRC. At the same time, it shall be kept at the company's residence and the dispatched office of the Shenzhen Securities Regulatory Commission. At the same time, it shall be kept at the company's residence for the public to Shenzhen stock exchange for public inspection.
Consult. The full text of the information disclosure documents shall be published on the company's website and other media of Shenzhen Stock Exchange, and the newspapers and periodicals that meet the conditions stipulated by the CSRC shall precede the designated media, and shall not replace the reporting and announcement obligations in any form such as news release or website established by answering reporters' questions, regular report, acquisition report, etc, The summary of such information disclosure documents shall be in Shenzhen Stock Exchange, and the form of regular report shall not replace the website of the interim newspaper and the newspaper reporting obligations that meet the conditions stipulated by the CSRC. disclosure.
Article 8 information disclosure obligors shall not replace their reporting and announcement obligations in any form such as press release or answering reporters' questions, and shall not replace their interim reporting obligations in the form of regular reports.
Article 8 when disclosing information, the company shall use factual description. Article 9 when disclosing information, the company shall use factual description language to explain the truth of the event in a concise, concise, logical, simple and easy to understand language. The information disclosure documents shall not contain publicity, advertising or polite and easy to understand explanation of the truth of the event, Words and sentences of the nature of public announcement or slander shall not be used. In the form of abuse, qualified media disclosure contains publicity, advertising, slander, compliments and other content.
Article 10 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, Secretary of the board of directors, shareholders and their actual controllers are the information disclosure obligors. The information disclosure obligors shall be subject to the supervision of China Securities Regulatory Commission and Shenzhen Stock Exchange. Article 12 the preparation of a prospectus by a company shall comply with the relevant provisions of the CSRC. All information that has a significant impact on investors' investment decisions shall be disclosed in the prospectus. After the securities prospectus is approved by the CSRC, the application for public issuance of securities shall be announced.
Article 13 the directors, supervisors and senior managers of the company shall sign the prospectus
