Guangdong Kitech New Material Holding Co.Ltd(300995)
Investor relations management system
Chapter I General Provisions
Article 1 in order to strengthen the information communication between Guangdong Kitech New Material Holding Co.Ltd(300995) (hereinafter referred to as "the company") and investors and potential investors (hereinafter referred to as "investors"), improve the corporate governance structure, promote the integrity, self-discipline and standardized operation of the company, enhance the investment value of the company, and effectively protect the legitimate rights and interests of investors, especially the public investors, In accordance with the company law of the people's Republic of China, the securities law of the people's Republic of China, the guidelines for the relationship between listed companies and investors, and the Listing Rules of Shenzhen Stock Exchange on the gem (hereinafter referred to as the "Listing Rules") This system is formulated in combination with the actual situation of the company in accordance with the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, the Guangdong Kitech New Material Holding Co.Ltd(300995) articles of Association (hereinafter referred to as the "articles of association") and other relevant laws, regulations and rules.
Chapter II purpose and basic principles of investor relations management
Article 2 investor relations management is one of the important contents of corporate governance. It refers to the important work of strengthening communication with investors and potential investors through information disclosure and exchange, enhancing investors' understanding and recognition of the company, and improving the level of corporate governance, so as to maximize the overall interests of the company and protect the legitimate rights and interests of investors.
Article 3 the purpose of investor relations management is to:
(I) promote the benign relationship between the company and investors, enhance investors' understanding and familiarity with the company, and strengthen communication with investors through full information disclosure;
(II) establish a stable and high-quality investor base and obtain long-term market support;
(III) establish the management concept of serving investors 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 continuously improve corporate governance.
Article 4 the basic principles of investor relations management are:
(I) principle of full disclosure of information. In addition to mandatory information disclosure, the company can actively disclose other relevant information concerned by investors.
(II) principle of compliance information disclosure. The company shall comply with national laws and regulations and the provisions of securities regulatory authorities and stock exchanges on the information disclosure of listed companies to ensure that the information disclosure is true, accurate, complete and timely. When carrying out investor relations work, attention shall be paid to the confidentiality of unpublished information and other internal information. In case of disclosure, the company shall disclose it in time in accordance with relevant regulations.
(III) the principle of equal opportunities for investors. The company shall treat all shareholders and potential investors of the company fairly, create opportunities for small and medium-sized investors to participate in activities, ensure smooth relevant communication channels and avoid selective information disclosure.
(IV) the principle of honesty and trustworthiness. The investor relations work of the company shall be objective, true and accurate, and avoid excessive publicity and misleading.
(V) principle of high efficiency and low consumption. When choosing the working mode of investor relations, the company should give full consideration to improving communication efficiency and reducing communication costs.
(VI) principle of interactive communication. The company should actively listen to the opinions and suggestions of investors, realize two-way communication between the company and investors, and form a benign interaction.
Chapter III object and work content of investor relations management
Article 5 the working objects of investor relations management are:
(I) investors (including registered investors and potential investors);
(II) securities analysts and industry analysts;
(III) financial media, industry media and other media;
(IV) other relevant institutions and individuals.
Article 6 the communication between the company and investors in investor relations management mainly includes:
(I) the company's development strategy, including the company's development direction, development plan, competitive strategy and business policy;
(II) statutory information disclosure and its description, including regular reports, temporary announcements, etc;
(III) operation and management information that the company can disclose according to law, including production and operation status, financial status, research and development of new products or technologies, business performance, dividend distribution, etc;
(IV) major matters that can be disclosed by the company according to law, including the company's major investment and its changes, asset restructuring, mergers and acquisitions, foreign cooperation, foreign guarantees, major contracts, related party transactions, major litigation or arbitration, changes in management and changes in major shareholders;
(V) corporate culture construction;
(VI) other relevant information of the company.
Article 7 the ways of communication between the company and investors include but are not limited to: regular reports and interim announcements, annual report explanation meeting, general meeting of shareholders, company website, one-to-one communication, mailing materials, telephone consultation, on-site visit, analyst meeting and performance explanation meeting, media interview and report, roadshow and others. The company shall communicate with investors in a timely, in-depth and extensive manner through various ways as far as possible, and pay special attention to the use of Internet to improve the efficiency of communication and reduce the cost of communication.
Article 8 the information that should be disclosed according to laws, regulations, listing rules and other relevant provisions must be published on the designated newspaper and website of the company's information disclosure at the first time; The information disclosed by the company in other public media shall not precede the designated newspaper and designated website, and shall not replace the company's announcement in other forms such as press release or answering reporters' questions. The company shall clearly distinguish between advertising and media reports, and shall not use advertising materials and paid means to affect the objective and independent reports of the media.
Article 9 the company shall strengthen communication and exchange with small and medium-sized investors, establish effective channels for communication with investors, and meet with investors regularly. The company may hold an annual report explanation meeting within 15 trading days after the disclosure of the annual report, which shall be attended by the chairman (or general manager), financial director, independent director, Secretary of the board of directors and sponsor representative to explain the industry status, development strategy, production and operation, development of new products and technologies, financial status, risk factors and other contents concerned by investors.
The meeting can include the following contents:
(I) the situation, development prospect and existing risks of the company's industry;
(II) the company's development strategy, production and operation, use of raised funds, and development of new products and technologies;
(III) the company's financial status, operating performance and its change trend;
(IV) difficulties, obstacles or possible losses of the company in business, marketing, technology, finance, investment direction of raised funds and development prospects;
(V) other contents concerned by investors.
The company shall issue the notice of holding the annual report explanation meeting at least two trading days in advance, including the date and time (not less than two hours), the way of holding (on-site / network), the place or website of the meeting, the list of attendees of the company, etc.
Article 10 the company shall assume the primary responsibility for the handling of investors' complaints, improve the complaint handling mechanism, and disclose the handling process and handling situation.
Disputes between the company and investors can be settled through negotiation, submitted to a professional mediation institution for securities and futures disputes for mediation, applied to an arbitration institution for arbitration or brought a lawsuit to the people's court.
Article 11 the company shall communicate with investors through various channels such as the interactive platform, and assign or authorize special personnel to view and process the relevant information of the interactive platform in time. 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.
The company's behavior of publishing information or answering investors' questions on the interactive easy platform cannot replace the due obligation of information disclosure. The company shall not answer investors' questions involving or possibly involving undisclosed material information on the interactive easy platform.
Article 12 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 13 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 IV Establishment and responsibilities of investor relations management department
Article 14 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.
Article 15 investor relations management personnel are the company's window to investors and represent the company's image. Employees engaged in investor relations management must have the following qualities and skills:
(I) have a comprehensive understanding of the company, including industry, products, technology, production process, management, R & D, marketing, finance, personnel and other aspects;
(II) good knowledge of the company's financial and accounting structure and relevant laws and regulations;
(III) be familiar with the securities market and understand various financial products and the operation mechanism of the securities market;
(IV) good communication and marketing skills;
(V) have good conduct, honesty and credibility, strong coordination ability and rapid response ability. Article 16 the company may, if necessary, hire a professional investor relations institution to assist the company in the implementation of investor relations.
Article 17 the responsibilities of the investor relations management department include but are not limited to the following aspects:
(I) analysis and research. Statistical analysis of the number, composition and changes of investors and potential investors; Continue to pay attention to the opinions, suggestions, reports and other information of investors and the media, and feed back to the company's board of directors and management in a timely manner.
(II) communication and liaison. Integrate and publish the information required by investors; Hold meetings and roadshows such as analyst briefings, and receive consultation from analysts, investors and the media; Receive investors' visits, maintain regular contact with institutional investors and small and medium-sized investors, and improve investors' participation in the company.
(III) public relations. Establish and maintain good public relations with stock exchanges, industry associations, media, other listed companies and relevant institutions; After major events such as litigation, major restructuring, changes in key personnel, changes in stock trading and major changes in the business environment, cooperate with relevant departments of the company to put forward and implement effective treatment plans, and actively maintain the public image of the company.
(IV) other work conducive to improving investor relations.
Article 18 other functional departments of the company and all employees of the company are obliged to assist the Secretary of the board of directors and relevant functional departments in the management of relevant investor relations without affecting the production and operation and disclosing trade secrets.
The company shall establish a good internal coordination mechanism and information collection system. The department or personnel in charge of investor relations shall timely collect the production and operation, finance, litigation and other information of each department and subordinate companies, and all departments and subordinate companies of the company shall actively cooperate.
Unless expressly authorized and trained, other directors, supervisors, senior managers and employees of the company shall avoid speaking on behalf of the company in investor relations activities.
Article 19 the company shall train the employees of the company, especially the directors, supervisors, senior managers, department heads and heads of subordinate institutions of the company in the relevant knowledge of investor relations management in an appropriate form. When carrying out major investor relations promotion activities, special training activities shall also be held.
Article 20 the company shall set up a special investor consultation telephone. Investors can use the consultation telephone to ask the company and understand their concerns. A specially assigned person shall be responsible for the consultation telephone, and ensure that the telephone is answered by a specially assigned person and the line is unblocked during working hours. In case of major events or other necessary circumstances, the company shall open multiple telephones to answer investor inquiries. If there is any change in the consultation telephone number, it shall be announced as soon as possible.
Article 21 the Secretary of the board of directors and other staff of the securities affairs department shall continue to pay attention to all kinds of information about the company on the news media and the Internet and feed back to the board of directors and management of the company in a timely manner.
Article 22 the company shall perform the obligation of information disclosure in strict accordance with the relevant laws, regulations, rules and normative documents of the CSRC, the stock exchange and other securities regulatory authorities, as well as the requirements of the articles of association and the company's information disclosure system. The information disclosure newspapers and websites designated by the company shall be selected from the media designated by the CSRC and the stock exchange.
Chapter V reception and promotion of investors
Article 23 the reception and promotion of the company shall objectively, truly, accurately and completely introduce and reflect the actual situation of the company, so as to avoid misleading investors caused by excessive publicity.
When the company conducts investor relations activities through shareholders' meeting, website, analyst meeting, performance presentation meeting, roadshow, one-to-one communication, on-site visit, telephone consultation and other means, it shall treat all investors equally, create opportunities for small and medium-sized investors to participate in the activities, ensure the smooth flow of relevant communication channels and avoid selective disclosure.
Article 24 the Secretary of the board of directors is fully responsible for the reception and promotion of the company. The securities affairs representative of the company assists the Secretary of the board of directors in organizing the reception and promotion. The Securities Affairs Department of the company is the functional department responsible for the specific reception and promotion of the company.
Article 25 The term "specific objects" as mentioned in this system refers to institutions and individuals that are easier to access the subject of information disclosure than ordinary small and medium-sized investors, have more information advantages, and are likely to use relevant information for securities trading or dissemination of relevant information, including:
(I) institutions, individuals and their affiliates engaged in securities analysis, consulting and other securities services; (II) institutions, individuals and their affiliates engaged in securities investment;
(III) shareholders holding or controlling more than 5% of the company's shares and their affiliates;
(IV) news media, journalists and their affiliates;
(V) other institutions or individuals recognized by the stock exchange.
Article 26 the company shall try its best to avoid accepting on-site investigation and media interview of investors within 30 days before the disclosure of annual report and semi annual report.
Article 27 the company (including directors, supervisors, senior managers and other personnel representing the company) and relevant information disclosure obligors
