Nacity Property Service Group Co.Ltd(603506)
Investor relations management system
April, 2002
Chapter I General Provisions
Article 1 in order to further improve the governance structure of Nacity Property Service Group Co.Ltd(603506) (hereinafter referred to as “the company”), standardize the company’s investor relations, strengthen the communication between the company and investors and potential investors (hereinafter referred to as “investors”), deepen investors’ understanding and recognition of the company, promote the long-term and stable good relationship between the company and investors, and improve the company’s integrity, core competitiveness and sustainable development ability, To maximize the value of the company and the interests of shareholders, this management system is formulated in accordance with the relevant laws and regulations such as the company law, the securities law, the Listing Rules of Shanghai Stock Exchange (hereinafter referred to as the “Listing Rules”) and the relevant provisions of the articles of association, and in combination with the actual situation of the company.
Article 2 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 3 the company strengthens the communication with investors through full information disclosure and applying the principles of Finance and marketing, so as to promote investors’ understanding and recognition of the company and maximize the value of the company and the interests of shareholders.
Article 4 the management of investor relations shall embody the principle of “fairness, impartiality and openness”, treat all investors equally, and ensure that all investors enjoy the right to know and other legitimate rights and interests.
Article 5 when carrying out investor relations management, the company and its directors, supervisors, senior managers and staff shall strictly review the information transmitted to the outside world, abide by laws and regulations and relevant provisions of Shanghai Stock Exchange, reflect the principles of fairness, impartiality and openness, and objectively, truly, accurately and completely introduce and reflect the actual situation of the company. The company shall not have the following situations in the investor management:
(I) disclose major information that has not been publicly disclosed;
(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) engaging in acts of discrimination, contempt and other unfair treatment of minority shareholders;
(V) engaging in other illegal acts in violation of information disclosure rules or suspected of manipulating the securities market and insider trading.
Chapter II basic purposes and principles of investor relations management
Article 6 the purpose of investor relations management:
(I) strengthen communication with investors through adequate information disclosure to promote investors’ understanding and recognition of 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) the ultimate goal of investor relations management is to maximize the value of the company and the interests of shareholders;
(V) increase the transparency of corporate information disclosure and improve corporate governance.
Article 7 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 contents of investor relations management
Article 8 the working objects of investor relations management are:
(I) investors (including registered investors and potential investors);
(II) securities analyst;
(III) financial media, industry media and other communication media;
(IV) regulatory authorities and other relevant government agencies;
(V) other relevant individuals and institutions.
Article 9 the contents of communication between the company and investors include:
(I) statutory information disclosure and explanation;
(II) development strategy of the company;
(III) dynamic information in the operation, management, finance and operation of the company, mainly including: production and operation of the company, research and development of new products or technologies, major investment decisions, asset restructuring, foreign cooperation, management changes, financial status, operating performance, share distribution, management mode, general meeting of shareholders, resolutions of the board of directors and the board of supervisors and other information in the operation 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, mainly including: the concept of teamwork, truth-seeking and innovation shared by the company’s employees, value orientation and management atmosphere composed of management system and management concept;
(VII) the company’s external environment and other information, mainly including: changes in the enterprise’s market competition environment and the impact of changes in industrial policies, government orders, subsidies and other policies on the enterprise.
(VIII) ways, means and procedures of exercising shareholders’ rights;
(IX) information demanded by investors;
(x) other relevant information.
In carrying out investor relations management activities, the company shall take the publicly disclosed information as the exchange content.
If the investor relations activities involve or may involve stock price sensitive matters, undisclosed major information, or can infer undisclosed major information, the company shall inform the investors to pay attention to the company’s announcement and make necessary explanations on the information disclosure rules.
Article 10 the company shall not replace information disclosure with exchanges in investor relations management activities. If the company inadvertently divulges important information that has not been publicly disclosed in the investor relations management activities, it shall immediately make an announcement in accordance with the law and regulations and take other necessary measures.
Chapter IV Management Organization, person in charge and responsibilities of investor relations
Article 11 the Secretary of the board of directors is the person in charge of the management of investor relations, the chairman is the first person in charge, and the securities department is the functional department of investor relations management of the company, which is responsible for the management of investor relations of the company.
Article 12 job requirements for practitioners of investor relations management:
(I) have a comprehensive understanding of the company, including industry, products, technology, production process, management, R & D, marketing, finance, personnel and other aspects, and be able to actively communicate with relevant functional departments;
(II) good knowledge structure, familiar with corporate governance, finance, accounting and other relevant laws and regulations; (III) be familiar with securities laws, regulations and policies, and understand the operation mechanism of various financial products and securities markets; (IV) good communication and marketing skills;
(V) have good conduct, be honest and trustworthy, and have strong coordination ability and adaptability;
(VI) have relatively rigorous logical thinking ability and high literary accomplishment, and write annual reports, semi annual reports, quarterly reports, analysis reports and relevant documents in a standardized manner.
Article 13 the securities department shall perform the main duties of investor relations management:
(I) be responsible for the preparation, design, printing and sending of annual, interim and quarterly reports;
(II) collect the company’s production, operation, finance and other relevant information and disclose it in time in accordance with the requirements of laws, regulations and listing rules and the relevant provisions of the company’s information disclosure and investor relations management;
(III) formulate and revise the provisions on information disclosure and investor relations management, and report to the relevant departments of the company for approval and implementation;
(IV) answer investors’ inquiries by telephone, e-mail, fax, reception and visit; (V) prepare annual general meeting, extraordinary general meeting and board of directors, and prepare meeting materials; Strive to create conditions for minority shareholders to participate in the general meeting of shareholders, and give full consideration to the time and place for shareholders to participate; Invite the news media to attend the meeting and report the meeting in detail when the Company deems it appropriate; During the shareholders’ meeting, if voluntary information disclosure is made to shareholders attending the meeting, the company shall publish it as soon as possible; (VI) organize small-scale symposiums on a regular basis or in case of major events to communicate with investors;
(VII) keep regular contact with institutional investors, securities analysts and small and medium-sized investors to improve investors’ attention to the company;
(VIII) strengthen cooperation with financial media, guide media reports, and arrange interviews and reports of senior executives and other important personnel;
(IX) when necessary, conduct one-to-one communication with investors, fund managers and analysts on the company’s operation, financial status and others, introduce the company’s situation, answer relevant questions and listen to relevant suggestions; In one-to-one communication, treat investors equally and create opportunities for small and medium-sized investors to participate in one-to-one communication activities; In order to avoid possible selective information disclosure in one-to-one communication, news organizations can be invited to participate in one-to-one communication activities and make reports;
(x) the company can arrange investors to visit the site when necessary;
（11） Track, study and study the company’s development strategy, business status, industry trends and relevant laws and regulations, and communicate with investors in appropriate ways;
（12） Publicize the relevant knowledge of investor relations management to all employees, especially directors, supervisors, senior executives, department heads and heads of wholly-owned and holding subsidiaries, and jointly strengthen the relationship with investors;
（13） Maintain contact with regulatory authorities, industry associations, exchanges, investor relations management departments of other companies and professional investor relations management information companies to form a good relationship;
（14） Other work conducive to improving investor relations.
Article 14 the company may voluntarily disclose information other than the information required to be disclosed by the current laws, regulations and rules through various activities and methods of investor relations management. The company’s voluntary information disclosure follows the principles of fairness and good faith, and continuously makes voluntary information disclosure on the company’s business status, business plan, business environment, strategic planning and development prospects in investor relations activities, so as to help investors make rational investment judgments and decisions, so that all shareholders, potential investors, institutions and professional investors can carry out investment activities under the same conditions, Avoid selective disclosure.
Article 15 when voluntarily disclosing information with certain predictive nature, the company shall list the relevant risk factors in clear warning words to remind investors of the possible uncertainties and risks; When the situation changes significantly, resulting in the untrue, inaccurate and incomplete disclosed information, or the disclosed forecast is difficult to achieve, the company shall update the disclosed information in time. For the disclosed and unfinished matters, the company has the obligation of continuous and complete disclosure until the end of the matter.
Article 16 on the premise of not affecting the production and operation and disclosing trade secrets, other functional departments, wholly-owned and holding subsidiaries and all employees of the company are obliged to assist the Securities Department of the company in the implementation of investor relations management. Unless expressly authorized and trained, directors, supervisors, senior executives and employees of the company shall avoid speaking on behalf of the company in investor relations activities.
Article 17 the company arranges various channels to strengthen the training of investor relations management staff, so as to improve their work quality and service level.
Article 18 according to national laws and regulations, newspapers and periodicals designated by the CSRC and Shanghai Stock Exchange and the website of Shanghai Stock Exchange are the media for publishing company announcements and other information that needs to be disclosed. According to laws, regulations, rules and the provisions of the Listing Rules of Shanghai Stock Exchange, the information that should be disclosed must be published on the above newspapers and websites at the first time.
Chapter V supplementary provisions
Article 19 matters not covered in this system shall be implemented in accordance with relevant laws, administrative regulations and relevant provisions of the CSRC and Shanghai Stock Exchange. In case of any conflict between this system and the relevant laws, regulations, normative documents issued by the state in the future or the stock listing rules of Shanghai Stock Exchange, the provisions of relevant laws, regulations, normative documents or the stock listing rules of Shanghai Stock Exchange shall be implemented.
Article 20 the system shall come into force after being deliberated and approved by the board of directors.
Article 21 the system shall be interpreted by the board of directors of the company.
Nacity Property Service Group Co.Ltd(603506) April 2002
