Wuhu Conch Profiles And Science Co.Ltd(000619)
Investor relations management system
Chapter I General Provisions
Article 1 in order to strengthen the information exchange between Wuhu Conch Profiles And Science Co.Ltd(000619) (hereinafter referred to as the "company") and investors and potential investors (hereinafter referred to as the "investors"), help investors objectively, truly, accurately and completely understand the actual situation of the company, establish a smooth and effective communication channel between the company and investors, effectively protect investors' right to know, advocate rational investment and further improve the corporate governance structure, This system is formulated in accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China and other relevant laws, regulations and rules, the relevant business rules of Shenzhen Stock Exchange and the articles of association of the company.
Article 2 investor relations management refers to the relevant behaviors of the company to strengthen communication with investors and enhance investors' understanding and recognition of the company through interactive communication, appeal handling, information disclosure and shareholder rights protection, so as to improve the level of corporate governance and the overall value of the enterprise, and form a corporate culture of respecting investors, serving investors and returning investors.
Article 3 the investor relations management of the company shall strictly comply with the company law of the people's Republic of China, the securities law of the people's Republic of China and other relevant laws, regulations and rules, as well as the relevant business rules of Shenzhen Stock Exchange.
Article 4 the basic principles of investor relations management of the company are:
(I) principle of compliance information disclosure. The company shall abide by the national laws and regulations and the provisions of the securities regulatory authorities and Shenzhen Stock Exchange on the information disclosure of listed companies to ensure that the information disclosure is true, accurate, complete, timely and fair. When carrying out investor relations work, attention shall be paid to the confidentiality of unpublished information and other internal information to avoid and prevent the resulting disclosure and related insider trading. Once the disclosure occurs, the company shall disclose it in time in accordance with relevant regulations;
(II) the principle of full disclosure of information. In addition to mandatory information disclosure, the company follows the principle of fairness, and can voluntarily disclose information to all investors and potential investors of the company, and actively disclose other relevant information concerned by investors;
(III) the principle of equal opportunities for investors. The company shall treat all shareholders and potential investors of the company fairly and eliminate selective information disclosure;
(IV) the principle of honesty and trustworthiness. The investor relations management of the company shall be objective, true and accurate to avoid excessive publicity and misleading;
(V) principle of high efficiency and low consumption. When choosing the working mode of investor relations, the company should give full consideration to improving communication efficiency and reducing communication costs;
(VI) principle of interactive communication. The company will actively listen to the opinions and suggestions of investors, realize the two-way communication between the company and investors, and form a benign interaction.
Chapter II Organization and implementation of investor relations management
Article 5 the chairman of the company is the first person responsible for investor relations management. The Secretary of the board of directors is the person in charge of the company's investor relations management and is fully responsible for the company's investor relations management. The Secretary of the board of directors is responsible for planning, arranging and organizing various investor relations management activities under the condition of a comprehensive and in-depth understanding of the company's operation and management, business status and development strategy. A listed company and its directors, supervisors and senior managers shall provide convenience for the Secretary of the board of directors to perform his duties.
Article 6 unless expressly authorized and trained, directors, supervisors, senior managers and employees of the company shall avoid speaking on behalf of the company in investor relations activities.
Article 7 the Secretary Office of the board of directors shall undertake the daily management of investor relations under the leadership of the Secretary of the board of directors.
Article 8 the Secretary of the board of directors is responsible for formulating the management measures and implementation rules of the company's investor relations management, and is responsible for the specific implementation and implementation.
Article 9 the main responsibilities of the company's Investor Relations Management:
(I) formulate investor relations management system;
(II) organize timely and proper handling of investor consultation, complaints and suggestions, continuously pay attention to the opinions, suggestions, reports and other information of investors and the media, and regularly feed back to the board of directors and management of the company;
(III) manage, operate and maintain relevant channels and platforms for investor relations management; (IV) organize investor relations management activities to communicate with investors, hold meetings and roadshows such as analyst briefings, and receive consultation from analysts, investors and the media; Receive investors' visits, maintain regular contact with institutional investors and small and medium-sized investors, and improve investors' participation in the company;
(V) statistical analysis of the number, composition and changes of the company's investors; (VI) carry out other activities conducive to improving investor relations.
Article 10 a listed company and its directors, supervisors, senior managers and staff members shall not be under the following circumstances in the management activities of investor relations:
(I) disclose or release the information of major events that have not been publicly disclosed;
(II) contain false or misleading contents and make exaggerated publicity and misleading tips;
(III) make expectations or commitments on the company's securities price;
(IV) unfair treatment of minority shareholders such as discrimination and contempt;
(V) other violations of information disclosure rules or suspected of manipulating securities prices.
Article 11 the professional qualities and skills required by the company's staff engaged in investor relations management:
(I) fully understand the company's situation;
(II) have a good professional knowledge structure, and be familiar with relevant laws and regulations such as corporate governance, financial accounting and the operation mechanism of the securities market;
(III) good communication and coordination skills;
(IV) have good conduct and professional quality, and be honest and trustworthy.
Article 12 the Secretary of the board of directors is responsible for the comprehensive and systematic training of the company's senior managers and relevant personnel on investor relations management.
Article 13 before carrying out investor relations activities, the Secretary of the board of directors shall be responsible for providing targeted training and guidance to the company's senior managers and relevant personnel.
Article 14 the Secretary of the board of directors shall continue to pay attention to all kinds of information about the company on the news media and the Internet and feed back to the board of directors and management of the company in time.
Article 15 the company shall assume the primary responsibility for the handling of investors' complaints, improve the complaint handling mechanism, and disclose the handling process and handling situation. Disputes between the company and investors can be settled through negotiation, submitted to a professional mediation institution for securities and futures disputes for mediation, applied to an arbitration institution for arbitration or brought a lawsuit to the people's court.
Article 16 the company shall earnestly handle the complaints of investors, establish and improve the complaint handling mechanism, actively handle relevant complaints and deal with the demands of investors according to law. The company shall cooperate and support the legitimate acts of investors to safeguard their shareholders' rights.
Article 17 the company shall establish and improve the investor relations management archives, create an investor relations management database and archive it in electronic or paper form. The investor relations management archives shall at least include the following contents:
(I) participants, time and place of investor relations activities;
(II) exchange contents of investor relations activities;
(III) handling process and accountability of undisclosed major information disclosure (if any);
(IV) other contents.
The investor relations management archives shall be classified according to the way of investor relations management, and the relevant records, on-site recordings, presentations, documents (if any) provided in the activities and other documents shall be archived and properly kept for a period of not less than 3 years.
Chapter III contents of investor relations management
Article 18 service objects of investor relations management:
(I) potential investors;
(II) securities regulatory authorities and relevant government agencies;
(III) relevant news media;
(IV) securities analysts and fund managers;
(V) other relevant institutions.
Article 19 the communication between the company and investors in investor relations management mainly includes:
(I) statutory information disclosure and its description, including regular reports and interim announcements; (II) the company's development strategy, including but not limited to the company's development direction, competitive strategy, R & D strategy and marketing strategy;
(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 information on the company's major investment and its changes, asset restructuring, mergers and acquisitions, major foreign cooperation, foreign guarantees, major contracts, related party transactions, major litigation or arbitration, changes in management and changes in major shareholders;
(V) environmental protection, social responsibility and corporate governance information of the company;
(VI) corporate culture construction;
(VII) ways, means and procedures for the exercise of shareholders' rights;
(VIII) information demanded by investors;
(IX) other relevant information.
Article 20 the carrier of investor relations management:
(I) securities times is the designated newspaper for information disclosure of the company;
Cninfo: http://www.cn.info.com.cn. It is the designated website for the company's information disclosure;
(II) the company's website;
(III) regular and interim reports of the company, annual general meeting and extraordinary general meeting of the company;
(IV) analyst meetings, performance presentations and online Roadshows;
(V) one to one communication;
(VI) site visit;
(VII) telephone, fax and e-mail;
(VIII) press conference;
(IX) data mailing;
(x) investor interaction platform;
（11） New media platform;
（12） Other carriers conducive to mutual communication between the company and investors. Article 21 in accordance with laws, regulations and the provisions of Shenzhen Stock Exchange, the information to be disclosed must be published on the information disclosure media designated by the company at the first time. The information disclosed by the company in other public media shall not precede the designated information disclosure media, and shall not replace the company's announcement in other forms such as press release or answering reporters' questions.
Chapter IV investor relations activities
Section I general meeting of shareholders
Article 22 the company shall carefully arrange and organize the general meeting of shareholders in accordance with the requirements of laws and regulations.
Article 23 the company strives to create conditions for minority shareholders to participate in the general meeting of shareholders, and gives full consideration to the convenience of shareholders' participation in terms of time and place. The company shall provide necessary time for investors participating in the general meeting of shareholders to make speeches, ask questions and communicate with directors, supervisors and senior managers of the company. The general meeting of shareholders shall provide online voting. If conditions permit, the Internet can be used to broadcast the shareholders' meeting live.
Article 24 in order to improve the transparency of the shareholders' meeting, the company may invite the news media to attend and report the meeting.
Article 25 during the shareholders' meeting, if voluntary information disclosure is made to shareholders attending the meeting, the company shall publish it on the company's website or in other feasible ways as soon as possible. Section II website
Article 26 the company may carry out investor relations activities by setting up an investor relations column on the company's website. The company shall strengthen the construction, operation and maintenance of investors' network communication channels, collect and respond to investors' inquiries, complaints and suggestions, and timely release and update information related to investor relations management.
Article 27 the company shall publish the website address in the periodic report according to the regulations. When the website is changed, the company shall timely announce the changed website.
Article 28 the company shall avoid publishing the relevant reports of the media on the company and the analysis reports of analysts on the company on the company's website.
Article 29 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 30 the company can set up a forum on its website. Investors can put forward questions and suggestions to the company through the forum, and the company can also directly answer relevant questions through the forum. Article 31 the company has set up a public e-mail box. Investors can ask questions and understand the situation to the company through the mailbox, and the company can also reply or answer relevant questions through the mailbox.
Article 32 after sorting out the more important or universal questions and answers involved in the forum and e-mail, the company can publish them in a prominent way in the investor column of the website.
Section III analyst meeting, performance presentation and Roadshow
Article 33 the company may hold analyst meetings, performance presentations or roadshows after the end of regular reports, the implementation of financing plans or other activities when the Company deems it necessary.
Article 34 analyst meetings, performance presentations and roadshows shall be conducted in an open manner as far as possible. If possible, they can be broadcast live online. Article 35 If the analyst meeting, performance presentation meeting or roadshow activity adopts the method of live broadcasting on the Internet, it can send a notice to the investors in advance in an open manner on the holding time, login website and login method of the meeting.
Article 36 the company may collect relevant questions of small and medium-sized investors through e-mail, online forum, telephone and letter in advance, and reply through the Internet at analyst meetings, performance presentations and roadshows.
Article 37 the analyst meeting or performance presentation meeting can take the form of online interaction. Investors can ask questions directly through the Internet, and the company can also answer relevant questions directly online.
Article 38 If the analyst meeting, performance presentation meeting or roadshow cannot be broadcast online, the company can invite journalists from the news media to participate and make objective reports.
Article 39 the company may place the video materials of analyst meetings, performance presentations and roadshows on the company's website for investors to broadcast at any time. If the conditions are not met, the company can place the text materials related to the analyst meeting or performance description meeting on the company's website for investors to view.
Section 4 one to one communication
Article 40 the company may conduct one-to-one communication with investors, fund managers and analysts on the company's operation, financial status and other matters, introduce the company's situation, answer relevant questions and listen to relevant suggestions when it deems necessary.
Article 41 in one-to-one communication, the company treats investors equally and creates opportunities for small and medium-sized investors to participate in one-to-one communication activities.
Article 42 in order to avoid possible selective information disclosure in one-to-one communication, the company may make one-to-one communication
