Keeson Technology Corporation Limited(603610)
Investor relations management system
Chapter I General Provisions
Article 1 in order to further standardize the management of investor relations of Keeson Technology Corporation Limited(603610) (hereinafter referred to as “the company”), strengthen the information communication between the company and investors and potential investors (hereinafter referred to as “investors”), improve the corporate governance structure, improve the management level of investor relations, maintain the image of the company’s capital market, promote the integrity, self-discipline and standardized operation of the company, Effectively protect the legitimate rights and interests of investors, especially 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, the Listing Rules of Shanghai Stock Exchange, the guidelines for the relationship between listed companies and investors and other relevant laws, regulations and normative documents, as well as the Keeson Technology Corporation Limited(603610) articles of association This system is formulated in accordance with the provisions of the company’s systems such as Keeson Technology Corporation Limited(603610) information disclosure system and Keeson Technology Corporation Limited(603610) Secretary of the board of directors and in combination with the actual situation of the company.
Article 2 investor relations management refers to the important work of the company to strengthen communication with investors on the basis of standardized and sufficient information disclosure and exchange, enhance investors’ understanding and recognition of the company, and improve 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 significance of investor relations management is to improve the company’s value through good and effective investor relations management, create a good capital market financing environment for the company, improve the company’s financing ability and reduce the company’s financing cost.
Chapter II objectives and basic principles of investor relations management
Article 4 the purpose of carrying out investor relations management:
(I) strengthen communication with investors through full information disclosure, promote the benign relationship between the company and investors, and enhance investors’ further understanding, familiarity and recognition of the company;
(II) establish a stable and high-quality investor base, establish a good market image and obtain long-term market support;
(III) form a corporate culture of serving and respecting investors;
(IV) enable the majority of investors to understand, recognize, accept and support the company’s development strategy and business philosophy, so as to maximize the value of the company and the interests of shareholders;
(V) increase the transparency of corporate information disclosure and improve corporate governance;
(VI) standardize the company’s investor research and media visit reception.
Article 5 basic principles of investor relations:
(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, we should pay attention to the confidentiality of unpublished information and other internal information. In case of disclosure, the company will disclose it in time according to relevant regulations;
(III) the principle of equal opportunities for investors. The company treats all shareholders and potential investors of the company fairly and ensures the principle of information fairness;
(IV) the principle of honesty and trustworthiness. The investor relations work of the company shall be objective, true and accurate to 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 actively listens to the opinions and suggestions of investors, realizes the two-way communication between the company and investors, and forms a benign interaction;
(VII) principle of convenience. The company should make full use of modern communication means and technologies such as website and print media to improve the efficiency of communication and provide convenience for investors.
Chapter III contents and methods of investor relations management
Article 6 working objects of investor relations management:
(I) investors (including registered investors and potential investors);
(II) securities analysts and industry analysts;
(III) institutions and individuals engaged in investor relations management, market value management and other services;
(IV) financial media, industry media and other media;
(V) regulatory authorities and other relevant institutions.
Article 7 the communication between the company and investors in investor relations management mainly includes:
(I) development strategy of the company. Including the company’s development direction, development plan, competitive strategy and business policy (excluding those involving trade secrets, industry secrets and state secrets);
(II) statutory information disclosure and its explanation, including regular reports and temporary announcements;
(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 events 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) environmental protection, social responsibility and corporate governance information of the company;
(VI) corporate culture construction;
(VII) ways, means and procedures for the exercise of shareholders’ rights;
(VIII) information demanded by investors;
(IX) other information related to the company.
Article 8 the company shall strive to create conditions for minority shareholders to participate in the general meeting of shareholders, and give full consideration to the time and place of the meeting, so as to facilitate the participation of shareholders.
Article 9 the information that should be disclosed according to laws and regulations and the provisions of securities regulatory authorities and stock exchanges must be published on the disclosure media designated by China Securities Regulatory Commission and the website of Shanghai Stock Exchange at the first time.
Article 10 the major information released by the company in other public media shall not precede the designated media, 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.
The company shall pay attention to the publicity and reports of the media in time and respond appropriately when necessary.
Article 11 the company shall pay full attention to the construction of network communication platform, set up investor relations column on the company’s website, accept the questions and suggestions put forward by investors through e-mail or forum, and reply in time.
Article 12 the company shall enrich and timely update the content of the company’s website, and can place the news release, company profile, business products or services, legal information disclosure materials, investor relations contact methods, special articles, executive speeches, stock market and other relevant information concerned by investors on the company’s website.
Article 13 the company shall publish its website and consultation telephone number in its periodic report. When the website or consultation telephone number is changed, the company shall make an announcement in time.
The company shall ensure that the external contact channels such as consultation telephone, fax and e-mail are unblocked, ensure that the consultation telephone is answered by a specially assigned person during working hours, and timely reply and feed back relevant information to investors in an effective form.
The company can use the network and other modern communication tools to carry out regular or irregular exchange activities conducive to improving investor relations.
Article 14 the company can hold “SSE e interview” regularly through SSE e interactive platform, and the chairman, general manager, Secretary of the board of directors, financial person in charge or other relevant personnel of the company can openly interact and communicate with all kinds of investors.
When publishing information on the SSE e interactive platform, the company shall be cautious, objective and based on facts to ensure the authenticity, accuracy, integrity and fairness of the information released, shall not use exaggerated, promotional and misleading language, shall not mislead investors, and shall fully remind the possible major uncertainties and risks of relevant matters. Once the relevant documents are published on the SSE e interactive platform, they shall not be withdrawn or replaced in principle. If the company finds that there are errors or omissions in the published documents, it shall publish the corrected documents in time, and apply to the SSE e interactive platform to add notes to the corrected document name to distinguish the documents before and after correction.
The information disclosure of the company shall be subject to the content disclosed through qualified media, and the unpublished major information shall not be disclosed through the SSE e interactive platform. The information published on the SSE e interactive platform shall not conflict with the information disclosed according to law.
If the disclosed matters are involved, the company can fully and in detail explain and reply to the questions of investors. Where undisclosed matters are involved or may be involved, the company shall inform investors to pay attention to the company’s information disclosure announcement, and shall not replace information disclosure or disclose undisclosed material information in the form of interactive information. If the company divulges unpublished major information through the SSE e interactive platform, it shall immediately issue a formal announcement through the designated information disclosure media.
The company shall be cautious, objective and based on facts when publishing information on the SSE e interactive platform and answering questions related to market hot spot concepts and sensitive matters. It shall not use the SSE e interactive platform to cater to market hot spots or be improperly associated with market hot spots, deliberately exaggerate the impact of relevant matters on the company’s production, operation, R & D, sales and development, or improperly affect the price of the company’s shares and their derivatives.
Article 15 the company may arrange investors and analysts to visit, discuss and communicate with the company on site.
The company shall reasonably and properly arrange the visit process, so that the visitors can understand the business and operation of the company, and pay attention to avoid the visitors having the opportunity to get important information that is not disclosed.
Article 16 the company may hold a performance presentation meeting after the conclusion of the regular report, or conduct one-to-one communication with investors, fund managers and analysts on the company’s operation, financial status and other matters, introduce the situation, answer relevant questions and listen to relevant suggestions when deemed necessary.
The company shall not release the undisclosed material information of the company in the performance description meeting or one-to-one communication. The company shall equally provide the relevant information provided to other investors.
Article 17 when the company implements the financing plan, the Secretary of the board of directors shall be responsible for arranging the roadshow in accordance with relevant regulations.
Article 18 in addition to fulfilling the obligation of information disclosure according to law, the company shall actively hold investor briefing meetings to introduce the situation, answer questions and listen to suggestions to investors. The investor presentation includes performance presentation, cash dividend presentation, major event presentation, etc. Under normal circumstances, the chairman (or general manager), the person in charge of finance, at least one independent director and the Secretary of the board of directors should attend the investor briefing. The Secretary of the board of directors of the company is the specific person in charge of the investor briefing meeting, and is specifically responsible for formulating and implementing the work plan for convening the investor briefing meeting. In case of any of the following circumstances, the company shall hold an investor briefing meeting in time:
(I) the cash dividend level of the company in the current year does not meet the relevant regulations, and the reasons need to be explained;
(II) the company terminates the reorganization after disclosing the reorganization plan or reorganization report;
(III) there are abnormal fluctuations in the company’s securities trading as stipulated in relevant rules, and the company finds that there are undisclosed major events after verification;
(IV) major events related to the company are highly concerned or questioned by the market;
(V) after the disclosure of the annual report, the company shall hold an annual report performance explanation meeting in accordance with the relevant requirements of the CSRC and the stock exchange to explain the industry status, development strategy, production and operation, financial status, management and use of raised funds, existing risks and difficulties and other contents concerned by investors;
(VI) other circumstances where an investor briefing meeting should be held in accordance with the provisions of the CSRC and the Shanghai Stock Exchange.
The company shall announce the investor briefing meeting in advance and disclose the situation of the investor briefing meeting in time afterwards. The investor briefing meeting shall be held in a way convenient for investors to participate. If it is held on site, it shall be broadcast live through networks and other channels at the same time.
Article 19 the company may send the company’s announcements, including regular reports and interim reports, to investors, analysts and other relevant institutions and personnel.
Article 20 the company is encouraged to establish a communication mechanism with investors on major issues on the premise of complying with the information disclosure rules, and fully communicate and negotiate with investors through various ways when formulating major plans involving shareholders’ rights and interests.
After making an announcement in accordance with the information disclosure rules and before the general meeting of shareholders, the company can fully communicate with investors and widely solicit opinions through on-site or online investor exchange meetings and explanation meetings, visiting institutional investors, issuing consultation letters, setting up hotlines, faxes and e-mail boxes.
When communicating with investors, the relevant intermediaries hired by the company can also participate in relevant activities. Article 21 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.
The company shall not replace information disclosure with communication 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.
Article 22 the company shall establish investor relations management files to record the participants in investor relations activities, time, place, communication content, the handling process of major information disclosure not publicly disclosed and the accountability (if any).
The investor relations management archives shall be classified according to the way of investor relations management, and the relevant records, on-site recordings, presentations, documents (if any) provided in the activities and other documents shall be archived and properly kept for a period of not less than 3 years.
Chapter IV Organization and implementation of investor relations management
Article 23 the Secretary of the board of directors shall be responsible for the management of investor relations. The company and its directors, supervisors and senior managers shall provide convenience for the Secretary of the board of directors to perform his duties.
Article 24 the office of the board of directors of the company is the only outlet for the reception of investors of the company. Implement the specific affairs in the company’s investor relations management.
Article 25 the responsibilities of investor relations management mainly include:
(I) formulate investor relations management system;
(II) organize timely and proper handling of investor consultation, complaints and suggestions, and regularly feed back to the board of directors and management of the company;
(III) relevant channels and platforms for managing, operating and maintaining investor relations management
