Leyard Optoelectronic Co.Ltd(300296) insider information confidentiality system
Leyard Optoelectronic Co.Ltd(300296)
Insider information confidentiality system
Chapter I General Provisions
Article 1 in order to regulate the management of inside information of Leyard Optoelectronic Co.Ltd(300296) (hereinafter referred to as “the company”) and strengthen the confidentiality of inside information, 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 GEM stocks of Shenzhen Stock Exchange and other relevant laws and regulations This system is hereby formulated in accordance with the regulations and the Leyard Optoelectronic Co.Ltd(300296) articles of Association (hereinafter referred to as the “articles of association”).
Article 2 the board of directors of the company is the management organization of the company’s inside information.
Article 3 the Secretary of the board of directors is the person in charge of the confidentiality of the company’s insider information, specifically responsible for the supervision and disclosure of the company’s insider information.
Article 4 the securities department is uniformly responsible for the communication with securities regulatory authorities, stock exchanges, securities companies, law firms, accounting firms, asset appraisal institutions and other intermediary institutions, as well as the reception, consultation (inquiry) and service with investors and shareholders.
Article 5 without the approval of the board of directors or the consent of the Secretary of the board of directors, no department or individual of the company shall disclose, report or transmit the contents related to the company’s insider information and information disclosure to the outside world. The documents, soft (magnetic) discs, audio (video) tapes, optical discs and other materials related to insider information and information disclosure reported and transmitted to the outside world must be reviewed and approved by the board of directors or the Secretary of the board of directors (and submitted to the board of directors for review according to the importance) before they can be reported and transmitted to the outside world.
Article 6 the directors, supervisors and senior managers of the company and all departments and subsidiaries of the company shall keep the inside information confidential.
Article 7 the company and its directors, supervisors, senior managers and other insiders shall not disclose insider information, conduct insider trading or cooperate with others to manipulate the trading price of the company’s securities.
Leyard Optoelectronic Co.Ltd(300296) insider information confidentiality system
Chapter II meaning and scope of inside information
Article 8 the insider information referred to in this system refers to the unpublished information known to insiders that involves the operation and finance of the company or has a significant impact on the trading price of the company’s securities and their derivatives.
Unpublished means that it has not been officially disclosed on the information disclosure publications or websites designated by the China Securities Regulatory Commission and selected by the company.
Article 9 for the scope of inside information, please refer to Article 5 of the company’s management system for inside information and insiders.
Chapter III meaning and scope of insider information
Article 10 insider refers to any organization or person managed by the company as an insider due to holding shares of the company, serving as directors, supervisors and senior managers in the company, or due to its management status, supervision status, professional status and intermediary services, or being able to contact or obtain insider information as an employee of the company.
Article 11 for the scope of insiders of inside information, please refer to Article 6 of the company’s management system for inside information and insiders.
Chapter IV confidentiality system
Article 12 all departments and personnel of the company shall strengthen the study of securities, information disclosure and other relevant laws, regulations and policies, strengthen self-discipline, raise awareness, and earnestly strengthen the confidentiality management of insider information. Article 13 before the company’s inside information is publicly disclosed, insiders shall abide by the provisions of this system, shall not disclose, report and transmit the contents of relevant inside information to the outside world, and shall minimize the scope of inside information.
Article 14 when the company has or is planning to acquire, sell assets, related party transactions or other major events, it shall follow the principle of phased disclosure and perform the obligation of information disclosure. Before the above events are disclosed, the directors and relevant insiders shall ensure that the relevant information is absolutely confidential. If the information is difficult to keep confidential or has been
Leyard Optoelectronic Co.Ltd(300296) insider information confidentiality system
In case of disclosure or abnormal fluctuation of the company’s stock price, the company shall disclose it immediately.
Article 15 when the company plans to discuss or implement major restructuring, refinancing and other important matters that may have a significant impact on the trading price of the company’s securities and derivatives, it shall truthfully and completely record the list of insiders of all insider information in all links such as reporting, transmission, preparation, review and disclosure of the above information before disclosure, as well as the time when the insiders know the insider information, The above records shall be kept together with the project documents and the filing procedures shall be performed in accordance with relevant laws and regulations.
Article 16 an insider who has the opportunity to obtain inside information shall not disclose the contents of the inside information to others, nor use the inside information to seek profits for himself, his relatives or others.
Article 17 non insider insiders shall consciously refrain from asking for insider information. Non insiders become insiders after they know the inside information and are bound by this system.
Article 18 insiders of inside information shall properly keep the documents, soft (magnetic) discs, optical discs, audio (video) tapes, meeting minutes, resolutions and other materials containing inside information. They are not allowed to lend them to others for reading and copying, nor are they allowed to be carried and kept by others.
Article 19 due to work reasons, relevant personnel who are often engaged in securities, finance and other jobs involving insider information shall have independent office space and special office equipment on the premise that it is conducive to the confidentiality and convenience of insider information.
Article 20 when printing written materials involving inside information, typists shall set up warning signs, and irrelevant personnel shall not stay on the site. When printing documents and materials involving inside information, the document printer shall print in strict accordance with the approved quantity, and shall not print more or less without authorization. In the printed documents and materials, the damaged materials shall be destroyed by the supervisor on the spot.
Article 21 prior to the publication of inside information, confidential and archivists shall not lend out documents, soft (magnetic) discs, optical discs, audio (video) tapes, meeting minutes, meeting resolutions and other documents and materials containing inside information. The staff shall take corresponding measures to ensure that the relevant inside information stored in the computer will not be read or copied.
Article 22 before the release of inside information, financial and statistical staff shall not disclose or submit the company’s monthly, interim and annual statements and relevant data to the outside world. Before the official announcement, the aforesaid inside information shall not be disclosed or disseminated in any form on the company’s internal website.
Leyard Optoelectronic Co.Ltd(300296) insider information confidentiality system
Chapter V penalties
Article 23 Where insiders violate 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 rules for the listing of shares on the gem of Shenzhen Stock Exchange and the provisions of this system, resulting in serious consequences or heavy losses to the company, the company shall give sanctions to the relevant responsible persons and may require them to bear the liability for damages.
The above sanctions include criticism, warning, demotion, salary reduction and termination of labor relations. The above sanctions can be imposed separately or concurrently.
Article 24 If an insider violates the above provisions, causing serious consequences or impact, causing serious losses to the company and constituting a crime, he will be transferred to the judicial organ for criminal responsibility according to law.
Chapter VI supplementary provisions
Article 25 matters not covered in this system shall be implemented in accordance with relevant national laws, regulations, normative documents and the relevant provisions of the articles of association. In case of any conflict between the provisions of this system and the provisions of relevant laws, regulations, normative documents and the articles of association, or with the mandatory provisions of future laws, regulations and normative documents, the provisions of laws, regulations, normative documents and the articles of association shall prevail.
Article 26 the system shall be interpreted and revised by the board of directors of the company.
Article 27 this system shall come into force from the date of deliberation and approval by the board of directors of the company.
Leyard Optoelectronic Co.Ltd(300296) April 2022
