Securities code: Guangzhou Jinyi Media Corporation(002905) securities abbreviation: Guangzhou Jinyi Media Corporation(002905) Announcement No.: 2022020
Guangzhou Jinyi Media Corporation(002905)
Amendment to information disclosure system
In order to regulate the information disclosure of Guangzhou Jinyi Media Corporation(002905) (hereinafter referred to as “the company”),
Improve the management level and quality of information disclosure of the company, and protect the legitimate rights and interests of investors
Company law of the people’s Republic of China, securities law of the people’s Republic of China and administrative measures for information disclosure of listed companies
(revised in 2021), listing rules of Shenzhen Stock Exchange (revised in 2022), Shenzhen Stock Exchange
Guidelines for self discipline supervision of listed companies of E-House No. 1 – standardized operation of listed companies on the main board
Regulatory guidance No. 5 – Information Disclosure Management and other laws, regulations, normative documents and Guangzhou
Guangzhou Jinyi Media Corporation(002905) Media Co., Ltd. held its fourth session on April 13, 2022
The 11th meeting of the board of directors deliberated and adopted the proposal on Revising the information disclosure system, which is hereby combined with
According to the actual situation of the company, it is proposed to review the current Guangzhou Jinyi Media Corporation(002905) information disclosure system
Revised as follows:
Serial number before revision after revision
Article 1 in order to strengthen the management of Guangzhou Guangzhou Jinyi Media Corporation(002905) Media Co., Ltd. (hereinafter referred to as “the company”), regulate the management of the company’s (hereinafter referred to as “the company”), standardize the company’s information disclosure, ensure the timely and true disclosure of information, and ensure the timely and accurate disclosure of information It is true, true, accurate and complete, and protects the legitimate rights and interests of investors. According to the accuracy and integrity, it protects the legitimate rights and interests of investors in accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”) The securities law of the people’s Republic of China (hereinafter referred to as the “Securities Law”), the guidelines for the governance of listed companies, the guidelines for the governance of listed companies, the measures for the management of information disclosure of listed companies, the stock management measures of Shenzhen Stock Exchange (hereinafter referred to as the “Shenzhen Stock Exchange”) Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) Stock Listing Rules (hereinafter referred to as “Stock Listing Rules”) and Shenzhen Stock Exchange Listing Rules (hereinafter referred to as “Stock Listing Rules”) and other relevant self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1
Relevant laws and administrative regulations, Guangzhou Guangzhou Jinyi Media Corporation(002905) Media Co., Ltd. – standardized operation of listed companies on the main board and other relevant laws and administrative articles of Association (hereinafter referred to as the “articles of association”), regulations and Guangzhou Jinyi Media Corporation(002905) chapter, and in combination with the actual situation of the company, hereby formulate the provisions of this management system (next procedure) (hereinafter referred to as the “articles of association”), And in combination with “this system”). The management system (hereinafter referred to as “the system”) is hereby formulated according to the actual situation of the company.
Article 2 the “information to be disclosed” mentioned in this system refers to all major events that may have a great impact on the trading price of the company’s securities and their derivatives, and the investors have not been informed of the impact, including but not limited to: when the event occurs, the company shall immediately disclose and explain the cause of the event Current status and possible impact. The major event package referred to in the preceding paragraph
（1） And articles 9.2 and 11.8.2 of the stock listing rules, including:
Information related to the matters specified in article 11.8.3; (I) major events specified in paragraph 2 of Article 80 of the Securities Law (II) information related to the company’s performance, profits and other matters, such as financial documents; Business performance, profit forecast, profit distribution and conversion of accumulation fund into share capital (II) large amount of compensation liability of the company;
Etc; (III) the company makes provision for impairment of large assets;
（3） (IV) the shareholders’ equity of the company is negative; Information related to insurance and other matters; （4） Information related to the company’s stock issuance, stock repurchase, stock split, etc. (V) the company’s main debtors become insolvent or enter into bankruptcy; The company fails to draw sufficient bad debt reserves for corresponding creditor’s rights according to the real estate procedure; （5） Information related to the company’s business matters, such as the development of new products (ⅵ) newly published laws, administrative regulations, rules, industrial products, new inventions, new customer groups and new suppliers, and the conclusion of future policies may have a significant impact on the company;
To make major business plans and sign major contracts; (VII) the company carries out equity incentive, share repurchase and major assets (VI) information related to major litigation and arbitration matters of the company. Reorganization, spin off or listing of assets;
(VIII) the court ruled to prohibit the controlling shareholder from transferring its shares; More than 5% of the company’s shares held by any shareholder are pledged, frozen, judicial auction, trusteeship, trust or voting rights are restricted according to law, or there is a risk of compulsory transfer of ownership;
(IX) major assets are sealed up, seized or frozen; Major bank accounts are frozen;
(x) the company is expected to suffer losses or significant changes in its operating performance;
（11） Major or all businesses come to a standstill;
（12） Obtain additional income that has a significant impact on the current profits and losses, which may have a significant impact on the company’s assets, liabilities, equity or operating results;
（13） Appointing or dismissing an accounting firm to audit the company;
（14） Major independent changes in accounting policies and accounting estimates; （15） Being ordered to correct by relevant authorities or decided by the board of directors due to errors, non disclosure in accordance with regulations or false records in the previously disclosed information;
（16） The company or its controlling shareholders, actual controllers, directors, supervisors and senior managers are subject to criminal punishment, suspected of violation of laws and regulations, filed for investigation by the CSRC or subject to administrative punishment by the CSRC, Or subject to major administrative punishment by other competent authorities;
（17） Controlling shareholders, actual controllers, directors
Supervisors and senior managers are suspected of serious violations of discipline and law or job-related crimes, and are detained by the discipline inspection and supervision organ, which affects their performance of duties;
（18） Other directors, supervisors and senior managers of the company other than the chairman or general manager are unable to perform their duties normally for more than three months or are expected to do so due to physical and work arrangements, Or being taken compulsory measures by the competent authority due to suspected violation of laws and regulations and affecting his performance of duties;
（19） Other matters prescribed by the CSRC.
If the controlling shareholder or actual controller of the company has a great impact on the occurrence and progress of major events, it shall timely inform the listed company of the relevant information it knows in writing, and cooperate with the company to fulfill the obligation of information disclosure.
Article 10 when the company discloses information according to law, it shall publish it on the website of Shenzhen Stock Exchange and on the designated media securities times and cnchao website, and keep it at the company’s domicile and Shenzhen stock exchange for public inspection, Other public media shall not disclose information before designated newspapers and designated websites.
The company shall not replace the company by issuing press releases or answering reporters’ questions
