Keeson Technology Corporation Limited(603610)
Business information disclosure suspension and exemption management system
Chapter I General Provisions
Article 1 in order to regulate the suspension and exemption of information disclosure of Keeson Technology Corporation Limited(603610) (hereinafter referred to as “the company”) and ensure that the company performs its information disclosure obligations in accordance with the law, in accordance with the securities law of the people’s Republic of China and the stock listing rules of Shanghai Stock Exchange (hereinafter referred to as “the stock listing rules”) This system is formulated in accordance with the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 2 – management of information disclosure affairs and other laws and regulations, as well as the provisions of Keeson Technology Corporation Limited(603610) articles of association.
Article 2 this system is applicable to the company’s handling of information disclosure suspension and exemption business in accordance with the stock listing rules and other relevant business rules of Shanghai Stock Exchange (hereinafter referred to as “Shanghai Stock Exchange”).
Article 3 where the information to be disclosed by the company is subject to the suspension and exemption specified in the stock listing rules, the company may not apply to the Shanghai Stock Exchange, and the Shanghai Stock Exchange shall exercise ex post supervision on the suspension and exemption of information disclosure.
Chapter II Scope of suspension and exemption of information disclosure
Article 4 where the information to be disclosed by the company and relevant information disclosure obligors belongs to trade secrets and business sensitive information, and the disclosure or performance of relevant obligations in accordance with the stock listing rules may lead to improper competition, damage the interests of the company and investors or mislead investors, the disclosure of the information may be suspended or exempted in accordance with the relevant provisions of the Shanghai Stock Exchange and this system.
Article 5 where the information to be disclosed by the company and relevant information disclosure obligors is recognized as a state secret according to law, and the disclosure or performance of relevant obligations in accordance with the stock listing rules may lead to its violation of laws and regulations or endanger national security, it may be exempted from disclosure in accordance with the relevant provisions of Shanghai Stock Exchange and this system.
Article 6 the trade secrets and business sensitive information mentioned in this system refer to the technical information and business information that are not known to the public, can bring economic benefits to the obligee, practical and confidential by the obligee, as stipulated in the relevant national anti unfair competition laws and regulations and departmental rules.
It refers to national security and interests. It is determined in accordance with legal procedures and is limited to a certain range of personnel within a certain period of time. After disclosure, it may damage the national security and interests in the fields of politics, economy, national defense, diplomacy and so on. Article 7 the information to be suspended or exempted from disclosure shall meet the following conditions:
(I) relevant information has not been leaked;
(II) the insider of the relevant inside information has made a written commitment to confidentiality;
(III) there is no abnormal fluctuation in the trading of the company’s shares and their derivatives.
Chapter III Procedures for information suspension and exemption from disclosure
Article 8 the company shall carefully determine the suspension and exemption of information disclosure, take effective measures to prevent the disclosure of information suspended or exempted, and shall not abuse the suspension and exemption procedures to avoid the obligation of information disclosure. The internal approval process for the suspension or exemption of the company’s information disclosure is as follows:
If the company, its subsidiaries / branches and institutions intend to suspend or exempt specific information disclosure in accordance with this system, they shall timely fill in the registration and approval form for information suspension and exemption disclosure (see Annex 1 for details), together with relevant materials The list of insiders and their signed confidentiality commitments (see Annex 2 for details. If the company’s employees have signed a confidentiality agreement in accordance with the company’s system, they shall be deemed to have signed a confidentiality commitment) shall be submitted to the office of the board of directors in time.
The office of the board of directors shall timely report the materials to the Secretary of the board of directors. The Secretary of the board of directors shall review whether the specific information meets the conditions for suspension and exemption of disclosure, and put forward opinions and suggestions to the chairman. If the specific information meets the conditions for suspension and exemption of disclosure, it shall be properly filed and kept after being signed and confirmed by the chairman of the company, and the relevant personnel shall make a written commitment to confidentiality. If specific information does not meet the conditions for suspension and exemption of disclosure, relevant information shall be disclosed in time in accordance with relevant regulations.
Article 9 the items of suspension and exemption of information disclosure registration generally include:
(I) contents of matters to be suspended or exempted from disclosure;
(II) reasons and basis for suspending or exempting disclosure;
(III) the period for delaying disclosure;
(IV) list of insiders of suspended or exempted matters;
(V) written confidentiality commitment of insiders of relevant inside information;
(VI) internal approval process of suspended or exempted items, etc.
Article 10 where the information that has been suspended or exempted from disclosure is leaked or there are market rumors, or the trading of the company’s shares and their derivatives fluctuates abnormally, the company shall verify the relevant information in time and disclose it to the public. If the reasons for the suspension or exemption of disclosure have been eliminated, the company shall disclose relevant information in time, and explain the reasons for the failure to disclose in time, the decision-making procedures performed by the company on the suspension or exemption of disclosure and the confidentiality measures taken.
Chapter IV accountability provisions
Article 11 the company establishes the accountability mechanism for the business of information suspension and exemption from disclosure, and delays or exempts the disclosure of information that does not report the matters of suspension or exemption in time, or the information that does not meet the conditions for suspension or exemption of disclosure specified in the above terms, or the reasons for suspension or exemption of disclosure have been eliminated or the relevant information has not been disclosed in time at the expiration of the time limit, which has an adverse impact on the company and investors, Corresponding disciplinary measures will be taken for the relevant personnel directly responsible and the person in charge.
Chapter V supplementary provisions
Article 12 the suspension and exemption of the company’s information disclosure business shall comply with the provisions of the stock listing rules and other relevant business rules of the Shanghai Stock Exchange.
Article 13 other relevant information disclosure obligations shall be implemented in accordance with this system. If there are provisions in other relevant information disclosure systems that are inconsistent with this system, this system shall prevail.
Article 14 matters not covered in this system shall be implemented in accordance with relevant laws and regulations, departmental rules, articles of association and information disclosure management system.
Article 15 the system shall be interpreted and revised by the board of directors.
Article 16 the system shall come into force after being deliberated and approved by the board of directors, and the same shall apply to the modification.
Annex I:
Registration and approval form for suspension and exemption of disclosure information
Application department (unit) application time
Reason for registration of handler □ suspension □ exemption
Contents of matters to be suspended or exempted from disclosure reasons and basis for suspension or exemption from disclosure
Period of deferred disclosure
Have you filled in and suspended relevant insiders
□ yes □ no □ yes □ no
Whether the list of insiders of or exempted matters has signed a written confidentiality commitment
Comments of the person in charge of the application department (unit)
Signature: Date:
Opinions of the Secretary of the board of directors
Signature: Date:
Chairman’s opinion
Signature: Date:
Annex II:
Confidentiality commitment letter of insiders who suspend or exempt the disclosure of information
I (ID number:) as Keeson Technology Corporation Limited(603610) (hereinafter referred to as “company”) to suspend or exempt the disclosure of information, the following statement and commitment are made:
1. I clearly know and will abide by the provisions of the company’s management system for information disclosure suspension and exemption business;
2. As the insider of the company who suspends or exempts the disclosure of information, I have the obligation of information confidentiality. Before the reason for the suspension or exemption of the disclosure of the company’s information is eliminated or the period expires, I promise not to disclose, report or spread the information, not to buy or sell the company’s shares, and not to recommend others to buy or sell the company’s shares or seek illegal interests in other ways;
3. If the company suspends or exempts the disclosure of information due to improper confidentiality, I am willing to bear corresponding legal responsibilities.
Committed by (signature):
