Leyard Optoelectronic Co.Ltd(300296)
Management system for submission and use of external information
Chapter I General Provisions
Article 1 in order to strengthen and standardize the submission and use management of the company's external information during the preparation, deliberation and disclosure of Leyard Optoelectronic Co.Ltd(300296) (hereinafter referred to as "the company") periodic reports, interim reports and major events, 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, and the registration and management system for insiders of listed companies This system is formulated in accordance with the provisions of the Shenzhen Stock Exchange GEM Listing Rules and Leyard Optoelectronic Co.Ltd(300296) articles of Association (hereinafter referred to as the "articles of association") and in combination with the actual situation of the company.
Article 2 the scope of application of this system includes the company and its subordinate departments, wholly-owned or holding subsidiaries, the directors, supervisors, senior managers and other relevant personnel of the company, and the external units or individuals involved in the information submitted by the company.
Article 3. The information that may not be disclosed in the form of regular reports and financial reports, including the information that may have a legal impact on the company's financial transactions and their derivatives, refers to the information that may not be disclosed in the form of regular reports, but is not limited to the information that may have a legal impact on the company's financial transactions.
Article 4 the board of directors is the management organization of the company's external information submission. The Secretary of the board of directors is the first person responsible for the management of the company's external information submission, and is specifically responsible for the management of the company's external information submission. The office of the board of directors is responsible for assisting the Secretary of the board of directors in the daily management of information submitted to the outside world. The information submitted by the company to the outside world shall be examined and approved by the Secretary of the board of directors.
Article 5 the directors, supervisors, senior managers and other relevant personnel of the company shall comply with the requirements of relevant laws, regulations, normative documents and relevant systems of the company, and perform the necessary transmission, review and disclosure processes for the company's regular reports, interim reports and major events.
Chapter II submission and use management of external information
Article 6 the directors, supervisors, senior managers and other relevant personnel of the company shall have the obligation of confidentiality during the preparation of regular reports and interim reports and the planning of major events of the company; Before the publication of the periodic report and interim report, the contents of the periodic report and interim report shall not be disclosed to the outside world or specific personnel in any form and by any means, including but not limited to performance briefing, analyst meeting, investor research, discussion, media interview, etc.
Article 7 the directors, supervisors, senior managers and other relevant personnel who know the inside information of the company shall not release the company's major information on other public media before the information disclosure media designated by the CSRC and Shenzhen Stock Exchange, nor disclose the unpublished major information in the form of press release or reporter's questions. Article 8 the company shall refuse to submit statistical statements or materials related to sales revenue, profit and other sensitive information from external units that have no laws and regulations to submit statistical statements.
Article 9 if the company needs to submit statistical statements and other materials to relevant government departments or other external units in accordance with the provisions of laws and regulations such as statistics and tax collection and management, it shall be submitted after the disclosure of performance express as far as possible. If there is an urgent need to provide the relevant parties with the company's undisclosed major information due to the application for credit, loan, financing, business negotiation and other major matters, the handling personnel shall fill in the approval form for external information submission (see Annex 1), and submit it to the Secretary of the board of directors for approval after being reviewed by the department head and the leader in charge. At the same time, the company shall register the relevant personnel of the external unit submitted as insiders for future reference.
Article 10 when the relevant departments of the company submit information to the outside world, the handling personnel shall provide the receiving personnel with the confidentiality prompt letter stamped with the company's official seal (see Annex 2), remind the submitted unit and relevant personnel in writing to perform the obligations of confidentiality and prohibition of insider trading, and require the opposite unit and receiving personnel to sign the receipt (see Annex 3). After the relevant departments of the company submit the information to the outside world, the original receipt shall be submitted to the Secretary of the board of directors for retention and filing for future reference. The retention period is 10 years.
Article 11 before the disclosure of the company's major information, external units or individuals shall not disclose the unpublished major information submitted by the company in accordance with laws and regulations, use the unpublished major information submitted by the company on any public documents, websites and other public media, or use the unpublished major information obtained to buy and sell the company's securities or other derivatives, Or suggest others to buy and sell securities or other derivatives of the company. Article 12 If the above-mentioned major information is leaked due to improper confidentiality by external units or individuals, they shall immediately notify the company, and the company shall report and announce it to Shenzhen Stock Exchange at the first time.
Article 13 external units or individuals shall strictly abide by the above terms. If they use the information submitted by the company in violation of this system and relevant regulations, resulting in economic losses to the company, the company will require them to bear compensation liability according to law; If the company purchases and sells the company's securities or other derivatives by using the obtained unpublished material information, or suggests others to buy and sell the company's securities or other derivatives, the company will report to the securities regulatory authority in time, recover its income according to law and investigate its legal responsibility; If a crime is suspected, the case shall be transferred to the judicial organ for handling.
Chapter III supplementary provisions
Article 14 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 15 the system shall be interpreted and revised by the board of directors of the company.
Article 16 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 Annex 1
Leyard Optoelectronic Co.Ltd(300296)
Approval form for submission of external information
Information submitting unit and department receiving information unit and department submitting reason and content of external information
Handled by (signature):
specific date
Review comments of department head department head (signature):
specific date
Review opinions of the leader in charge (signature):
specific date
Review opinions of the Secretary of the board of directors (signature):
specific date
Annex 2
Leyard Optoelectronic Co.Ltd(300296)
Confidentiality reminder
：
The relevant materials submitted by the company to your unit / you this time belong to undisclosed insider information. Now, according to the requirements of the securities regulatory authority, the company hereby gives you the following key tips:
1. Your unit / you should strictly control the scope of use and knowledge of the materials submitted by the company.
2. Your company / you and the relevant personnel who receive the submission and use of the company's materials are insiders and have the obligation to keep the information confidential; Before the relevant information is disclosed, the information involved in the materials shall not be disclosed, and the information obtained shall not be used to buy and sell the company's securities or other derivatives, or suggest others to buy and sell the company's securities or other derivatives.
3. Your company / you and the personnel who know the relevant unpublished information of the company shall not use the unpublished information of the company in the documents submitted or disclosed to the public, unless the company has announced or disclosed the information at the same time.
4. If your unit / you and the personnel who know the relevant unpublished information of the company are leaked due to improper confidentiality, you shall immediately notify the company.
5. If your unit / you and the personnel who know the relevant unpublished information of the company use the unpublished information submitted by the company in violation of regulations, resulting in economic losses to the company, the company will ask for compensation according to law; If they use the company's unpublished information they know to buy and sell the company's securities or other derivatives, or suggest others to buy and sell the company's securities or other derivatives, the company will report to the securities regulatory authority and investigate for legal responsibility. If they are suspected of constituting a crime, the company will transfer them to the judicial authority for handling.
6. According to the requirements of the securities regulatory authority, the company needs to register your unit / you and the personnel who know the relevant information of the company for investigation.
We look forward to your active cooperation and assistance!
This is to inform you.
Leyard Optoelectronic Co.Ltd(300296) (seal): mm / DD / yyyy
Annex 3
receipt
Leyard Optoelectronic Co.Ltd(300296) ：
Now we have received the confidentiality reminder letter and the following materials submitted by your company:
1、 ；
2、 ；
3、 ；
We (or I) hereby confirm that the relevant personnel who receive or use the materials submitted by your company are as follows:
Name, office or department, job or post, ID number, securities account No.
We (or I) hereby solemnly promise to abide by all confidentiality obligations in the confidentiality reminder letter. Seal of receiving unit:
Signature of receiver:
Date of receipt: mm / DD / yy
