Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738)
Accountability system for major errors in annual report information disclosure
(revised in April 2022)
Article 1 in order to further standardize the annual report information disclosure of Lanzhou Lishang Guochao Industrial Group Co.Ltd(600738) (hereinafter referred to as “the company”), improve the quality of annual report information disclosure and improve the information disclosure management system, this system is formulated in accordance with the relevant provisions of China Securities Regulatory Commission and Shanghai Stock Exchange and in combination with the actual situation of the company.
Article 2 when the company’s directors, supervisors, senior managers and relevant personnel related to the annual report information disclosure violate relevant national laws, regulations, normative documents and the company’s rules and regulations, fail to perform or incorrectly perform their duties, obligations or other personal reasons, resulting in major errors in the annual report information disclosure, causing major economic losses to the company or adverse social impact, They shall be investigated for responsibility in accordance with the provisions of this system.
Article 3 this system is applicable to the directors, supervisors, senior managers, principals of subsidiaries, controlling shareholders and actual controllers of the company and other personnel related to the information disclosure of the annual report.
Article 4 the implementation of the accountability system shall follow the following principles: seeking truth from facts, being objective and fair, and being accountable for any mistakes; The fault is compatible with the responsibility; The principle of equal responsibility and right.
Article 5 under the leadership of the Secretary of the board of directors, the securities management center of the company is responsible for collecting and summarizing the information related to accountability. Major errors shall be submitted to the board of directors for approval and handled level by level according to the relevant regulations of the company.
Article 6 under any of the following circumstances, the person responsible shall be investigated for responsibility:
(I) violating the provisions of national laws, regulations and normative documents such as the company law, the securities law and the accounting standards for business enterprises, resulting in major errors or serious adverse effects in the information disclosure of the annual report;
(II) violating the administrative measures for information disclosure of listed companies, the Listing Rules of Shanghai Stock Exchange and the guidelines, standards and notices on information disclosure of annual reports issued by the CSRC and Shanghai Stock Exchange, resulting in serious errors or serious adverse effects in the information disclosure of annual reports;
(III) violating the articles of association, the company’s information disclosure management system and other internal control related systems of the company, resulting in major errors or adverse effects on the information disclosure of the annual report;
(IV) failing to act in accordance with the procedures in the annual report information disclosure and causing major errors or adverse effects in the annual report information disclosure;
(V) failure to communicate and report in time in the information disclosure of the annual report, resulting in major errors or adverse effects;
(VI) major errors in the information disclosure of the annual report or adverse effects caused by other personal reasons;
(VII) major errors in the information disclosure of other annual reports identified by the regulatory authorities.
Article 7 under any of the following circumstances, the company shall severely or severely punish the responsible person:
(I) the circumstances are bad, the consequences are serious, the impact is great, and the cause of the accident is caused by the subjective intention of the person in charge;
(II) interfering with or obstructing the investigation of the cause of the accident and the handling of the accident, striking, retaliating or framing the investigator;
(III) failing to implement the handling decision made by the board of directors according to law;
(IV) major errors in the information disclosure of the annual report have occurred for many times;
(V) other circumstances that the board of Directors considers should be dealt with seriously or seriously.
Article 8 under any of the following circumstances, it shall be given a lighter, mitigated or exempted from treatment:
(I) the responsible person effectively prevents the occurrence of adverse consequences;
(II) taking the initiative to correct and recover all or most of the losses;
(III) it is really caused by non subjective factors such as accidents and force majeure;
(IV) other circumstances that the board of Directors considers should be mitigated, mitigated or exempted from treatment. Article 9 before dealing with the responsible person, the opinions of the responsible person shall be listened to and their rights to make statements and defend shall be guaranteed.
Article 10 forms and types of accountability:
(I) order correction and review;
(II) circulate a notice of criticism;
(III) transfer, suspension, demotion and dismissal;
(IV) compensation for losses;
(V) terminate the labor contract;
(VI) if the case is serious and involves a crime, it shall be transferred to the judicial organ for handling according to law.
Article 11 in the event that the directors, supervisors, senior managers, and the persons in charge of the company’s subordinate branches and subsidiaries should be investigated for responsibility, the company may attach economic punishment to the above punishment, and the amount of punishment shall be determined by the board of directors according to the specific circumstances.
Article 12 matters not covered in this system shall be implemented in accordance with relevant national laws, regulations and the articles of Association; In case of any conflict with the laws and regulations promulgated by the state in the future or the articles of association modified by legal procedures, the provisions of relevant national laws, regulations and the articles of association shall be implemented and revised in time.
Article 13 the system shall be formulated, modified and interpreted by the board of directors of the company, and shall come into force after being reviewed and approved by the board of directors of the company. The original accountability system for major errors in annual report information disclosure of Lanzhou minbai (Group) Co., Ltd. shall be abolished simultaneously.
