Hc Semitek Corporation(300323)
Investor relations management system
Chapter I General Provisions
Article 1 in order to strengthen the information communication between Hc Semitek Corporation(300323) (hereinafter referred to as “the company”) and investors and potential investors (hereinafter referred to as “investors”), practically establish a good communication platform between the company and investors (especially public investors), improve the company’s governance structure, effectively protect the legitimate rights and interests of investors (especially public investors), and form a long-term, stable This system is specially formulated for all parties concerned to abide by.
Article 2 in accordance with 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 Listing Rules of GEM stocks of Shenzhen Stock Exchange, and the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies This system is hereby formulated in accordance with the relevant provisions of the Hc Semitek Corporation(300323) articles of Association (hereinafter referred to as the “articles of association”).
Article 3 investor relations management refers to the relevant activities of the company to strengthen communication with investors and potential investors through interactive communication, appeal handling, information disclosure and shareholder rights protection, so as to enhance investors’ understanding and recognition of the company, so as to improve the level of corporate governance and the overall value of the enterprise, and form a corporate culture of respecting investors, respecting investors and returning investors.
Article 4 the investor relations management of the company shall strictly follow the principles of fairness, impartiality and openness, and objectively, truly, accurately and completely introduce and reflect the actual situation of the company. The company and its directors, supervisors, senior managers and staff shall not have the following situations in the investor relations management activities:
(I) disclose or release major information that has not been publicly disclosed through non statutory means;
(II) publishing false or misleading contents and making exaggerated publicity and misleading tips; (III) make expectations or commitments on the price of the company’s shares and their derivatives;
(IV) unfair treatment of minority shareholders such as discrimination and contempt;
(V) other violations of information disclosure rules or suspected of manipulating the securities market, insider trading and other illegal acts.
Chapter II objectives and principles of investor relations management
Article 5 the purpose of investor relations management:
(I) promote the benign relationship between the company and investors, and enhance investors’ further understanding and familiarity with the company;
(II) establish a stable and high-quality investor base and obtain long-term market support;
(III) form a corporate culture of serving and respecting investors;
(IV) promote the investment philosophy of maximizing the overall interests of the company and increasing the wealth of shareholders;
(V) increase the transparency of corporate information disclosure and improve corporate governance.
Article 6 basic principles of investor relations management:
(I) compliance principle. The company shall actively manage investor relations on the basis of complying with relevant laws and regulations and disclosing information truthfully, accurately, completely, timely and fairly.
(II) initiative principle. The company shall actively carry out investor relations management activities, listen to the opinions and suggestions of investors and respond to the demands of investors in a timely manner.
(III) principle of equality. The company shall treat all investors equally in investor relations management, especially create opportunities for small and medium-sized investors to participate in investor relations management activities.
(IV) the principle of honesty and trustworthiness. In the investor relations management activities, the company should pay attention to integrity, abide by the bottom line, be responsible and responsible, and cultivate a healthy and good market ecology.
Chapter III object and work content of investor relations management
Article 7 the working objects of investor relations management mainly include:
(I) investors or potential investors;
(II) securities analysts and industry analysts;
(III) financial media, industry media and other media;
(IV) securities regulatory authorities and other relevant government departments;
(V) other relevant individuals and institutions.
Article 8 the communication between the company and investors in investor relations management mainly includes:
(I) statutory information disclosure and its description;
(II) development strategy of the company;
(III) operation and management information of the company;
(IV) major events specified in the securities law of the people’s Republic of China occur in the company;
(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.
Chapter IV forms and requirements of investor relations management
Article 9 the company shall carry out investor relations management through multiple channels, platforms and methods. Through the company’s website, new media platform, telephone, fax, e-mail, investor education base and other channels, the company shall take advantage of the network infrastructure of China Investor network and Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) to take measures such as shareholders’ meeting, investor briefing, interactive trading platform, roadshow, investor research Communicate with investors through analyst meetings, reception visits, discussion and exchange.
Encourage the company to establish a major event communication mechanism with investors on the premise of complying with the information disclosure rules. Article 10 the company shall strengthen the construction, operation and maintenance of investors’ network communication channels, set up investor relations columns on the company’s official website, collect and respond to investors’ inquiries, complaints and suggestions, and timely release and update information related to investor relations management.
The company shall actively use the interactive platform of corporate investor relations established by Shenzhen Stock Exchange to communicate with investors, and timely check and reply to investors’ inquiries, complaints and suggestions.
Encourage the company to carry out investor relations management through the new media platform.
Article 11 the company shall set up a special investor consultation telephone, fax and e-mail, which shall be in the charge of a specially assigned person who is familiar with the situation, ensure that the line is unblocked during working hours, carefully and friendly answer, receive and reply, and feed back relevant information to investors in an effective form. In case of any change of number and address, it shall be announced in time.
Article 12 the company shall give full consideration to the time and place of the general meeting of shareholders, provide convenience for shareholders, especially minority shareholders, to attend the general meeting of shareholders, and provide necessary time for investors to speak, ask questions and communicate with directors, supervisors and senior managers of the company. The general meeting of shareholders shall provide online voting.
Article 13 when the minority shareholders and institutional investors of the company visit, discuss and communicate with the company, the company shall reasonably and properly arrange the visit and communication process, do a good job in information isolation, and shall not expose the visitors to the undisclosed major information.
Article 14 the company shall assume the primary responsibility for the handling of investors’ complaints, improve the complaint handling mechanism and properly handle the demands of investors.
Disputes between the company and investors may be settled through consultation, apply to mediation organizations for mediation, apply to arbitration institutions for arbitration, or bring a lawsuit to the people’s court.
Article 15 the company shall pay full attention to the information on the interactive platform and the reports of various media on the company, and pay full attention to and perform the information disclosure obligations caused or likely to be caused by relevant information and reports according to law.
Article 16 after the investor relations activities such as investor briefing, performance briefing, analyst meeting and roadshow, the company shall timely prepare the record form of investor relations activities (see Annex II for the specific format) and publish it on the interactive trading platform and the company’s website (if any). The activity record form shall at least include the following contents:
(I) participants, time, place and form of the activity;
(II) communication contents and specific Q & A records;
(III) explanation on whether this activity involves major information that should be disclosed;
(IV) presentations, documents and other attachments used in the activity (if any);
(V) other contents required by SZSE.
Chapter V investor briefing
Article 17 Where a company holds an investor briefing meeting, it shall adopt a method convenient for investors to participate. The company shall make a public announcement before the investor briefing meeting to explain the time, mode, place, website, list of attendees and theme of the investor relations activities. In principle, the investor briefing meeting shall be held in non trading hours.
The company shall open question channels for investors before and during the investor briefing meeting, collect investors’ questions, and respond to investors’ concerns at the briefing meeting.
Article 18 the personnel of a listed company participating in the investor briefing shall include the chairman (or general manager), the person in charge of finance, independent directors and the Secretary of the board of directors. If the company is in the period of continuous supervision, the sponsor representative or the sponsor of independent financial adviser are encouraged to participate.
Article 19 in addition to fulfilling the obligation of information disclosure in accordance with the law, the company shall actively hold an investor briefing meeting to introduce the situation, answer questions and listen to suggestions to investors. In case of any of the following circumstances, the company shall hold an investor briefing meeting in time:
(I) the cash dividend level of the company in the current year does not meet the relevant regulations, and the reasons need to be explained;
(II) the company terminates the reorganization after disclosing the reorganization plan or reorganization report;
(III) the company’s stock trading has abnormal fluctuations specified in relevant rules, and the company finds that there are undisclosed major events after verification;
(IV) major events related to the company are highly concerned or questioned by the market;
(V) after the disclosure of the annual report, the company holds an annual report performance explanation meeting in accordance with the provisions of China Securities Regulatory Commission (hereinafter referred to as “CSRC”) and Shenzhen Stock Exchange;
(VI) other circumstances where an investor briefing meeting should be held in accordance with the provisions of the CSRC and the Shenzhen Stock Exchange.
Article 20 if the company holds an annual performance explanation meeting, it shall hold an annual report performance explanation meeting within 15 trading days after the disclosure of the annual report to explain the industry status, development strategy, production and operation, financial status, dividends, risk factors and other contents concerned by investors.
Article 21 before the general meeting of shareholders deliberates on the specific scheme of cash dividends, the company shall actively communicate and exchange with shareholders, especially minority shareholders, through various channels, fully listen to the opinions and demands of minority shareholders, and timely respond to the concerns of minority shareholders.
Chapter VI Investigation of the company
Article 22 when accepting the investigation of institutions and individuals engaged in securities analysis, consulting and other securities services, institutions and individuals engaged in securities investment (hereinafter referred to as “investigation institutions and individuals”), the company shall properly carry out relevant reception work and fulfill the corresponding information disclosure obligations in accordance with the regulations.
Companies, research institutions and individuals shall not use research activities to engage in market manipulation, insider trading or other illegal acts. The company shall avoid accepting investors’ on-site investigation, media interview, etc. within 30 days before the disclosure of the annual report and semi annual report.
Article 23 the controlling shareholders, actual controllers, directors, supervisors, senior managers and other employees of the company shall inform the Secretary of the board of directors before accepting the investigation. In principle, the Secretary of the board of directors shall participate in the interview and investigation in the whole process. The interviewee or researcher shall form a written record of the investigation process and communication content, and jointly sign with the interviewee or researcher for confirmation, and the Secretary of the board of directors shall sign for confirmation. The company can also record and record the research process.
Article 24 for direct communication between the company and research institutions and individuals, in addition to being invited to participate in the investment strategy analysis meeting held by institutions such as the Research Institute of securities companies, the company shall require the research institutions and individuals to issue unit certificates, ID cards and other materials, and require them to sign a letter of commitment (see Annex I for the specific format).
Article 25 the company shall require the research institutions and individuals to inform the company of the investment value analysis report and other research reports, press releases and other documents formed based on communication before release or use.
If the company finds errors and misleading records in the documents mentioned in the preceding article during the verification, it shall require them to make corrections. If the other party refuses to make corrections, the company shall make a public announcement in a timely manner; If it is found that the above-mentioned documents involve unpublished material information, it shall immediately report to the Shenzhen Stock Exchange and make an announcement. At the same time, it is required that the research institutions and individuals shall not disclose the information before the formal announcement of the company, and clearly inform them that they shall not buy or sell or suggest others to buy or sell the company’s shares and their derivatives during this period.
Article 26 the company’s acceptance of research or interviews by news media and other institutions or individuals shall be implemented with reference to the provisions of this chapter.
The controlling shareholder and actual controller of the company shall accept the research or interview related to the company with reference to the provisions of this chapter. Chapter VII interactive platform
Article 27 the company shall communicate with investors through various channels such as interactive trading platform, and the Secretary of the board of directors or securities affairs representative shall timely view and deal with the relevant information of interactive trading platform. The company shall make full, in-depth and detailed analysis, explanation and reply to the investors’ questions about the disclosed information. For important or general questions and answers, the company shall sort them out and publish them in a prominent way on the interactive platform.
Article 28 when publishing information on the interactive platform, the company shall be cautious, objective, based on facts, ensure the authenticity, accuracy, integrity and fairness of the published information, shall not use exaggerated, propaganda and misleading language, shall not mislead investors, and shall fully remind the possible major uncertainties and risks of relevant matters.
The company’s information disclosure shall be subject to the content disclosed through qualified media. The information published on the interactive platform shall not conflict with the information disclosed according to law.
Article 29 the company shall be cautious, objective and based on facts when publishing information on the interactive platform and answering questions related to the concept of market hot spots and sensitive matters. It shall not use the interactive platform to cater to or improperly associate with market hot spots, deliberately exaggerate the impact of relevant matters on the company’s production, operation, R & D, sales and development, and improperly affect the price of the company’s shares and their derivatives.
Chapter VIII principals, institutions and functions of investor relations management
Article 30 the Secretary of the board of directors is the person in charge of the company’s investor relations management. The Securities Affairs Department of the company is the functional department of investor relations management. Under the leadership of the Secretary of the board of directors, it is responsible for planning, arranging and organizing all kinds of investor relations management activities and daily affairs under the condition of a comprehensive and in-depth understanding of the company’s operation and management, business status and development strategy.
The company is engaged in investor relations management
