Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499)
Investor relations management system
Chapter I General Provisions
Article 1 in order to strengthen the information communication between Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499) (hereinafter referred to as "the company") and investors and potential investors (hereinafter referred to as "investors") and promote the establishment of a long-term and stable benign relationship between the company and investors, This system is formulated 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 self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, the requirements of other relevant laws, regulations and normative documents, and the relevant provisions of Guangzhou Goaland Energy Conservation Tech Co.Ltd(300499) articles of association, in combination with the actual situation of the company.
Chapter II principles and purposes of investor relations management
Article 2 investor relations management refers to the strategic management behavior of the company to strengthen communication with investors through full information disclosure and other appropriate ways, promote investors' understanding and recognition of the company, and maximize the value of the company and the interests of shareholders.
Article 3 basic principles of investor relations management:
(I) the principle of fully ensuring investors' right to know and their legitimate rights and interests;
(II) abide by national laws, regulations and relevant provisions of Shenzhen Stock Exchange;
(III) the principles of fairness, impartiality, openness and equal treatment of all investors;
(IV) the principle of high efficiency and low cost.
Article 4 the purpose of investor relations management:
(I) strengthen communication with investors through full information disclosure, promote investors' understanding and recognition of the company, and establish a good integrity image of the company among investors;
(II) form a corporate culture of respecting and being responsible to investors;
(III) maximize the value of the company and the interests of shareholders.
Article 5 when carrying out investor relations management, the company, its directors, supervisors, senior managers and staff shall abide by relevant regulations, reflect the principles of openness, fairness and impartiality, objectively, truly, accurately and completely introduce and reflect the actual situation of the company, and the following circumstances shall not occur:
(I) disclose or release major information that has not been publicly disclosed through non statutory means;
(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) unfair treatment of minority shareholders such as discrimination and contempt;
(V) other violations of information disclosure rules or suspected of manipulating the securities market, insider trading and other illegal acts.
Chapter III Scope 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) financial media, industry media and other media;
(IV) regulatory authorities and other relevant institutions.
Article 7 the contents of communication between the company and investors include:
(I) the company's development strategy, mainly including the company's industrial development direction and competitive strategy;
(II) the company's operation, management, finance and other information in the process of operation shall be communicated with investors on the premise of complying with relevant national laws and regulations and not affecting the company's production and operation and divulging trade secrets, including the company's production and operation, research and development of new products or technologies, major investment and its changes, major reorganization, foreign cooperation, financial status, operating performance, dividend distribution, management changes Various information during the operation of the company, such as the management mode and its changes, the convening of the general meeting of shareholders and so on;
(III) corporate culture;
(IV) other information related to the company concerned by investors.
Article 8 the ways of communication between the company and investors include but are not limited to:
(I) announcements, including regular reports and interim reports;
(II) general meeting of shareholders;
(III) the company's website;
(IV) analyst meeting or briefing;
(V) one to one communication;
(VI) mailing materials;
(VII) telephone consultation;
(VIII) advertisements, leaflets or other promotional materials;
(IX) media interviews and reports;
(x) site visit;
(11) Roadshow.
Article 9 the company shall establish a complete file system for investor relations activities, and the file of investor relations activities shall at least include the following contents:
(I) participants, time and place of investor relations activities;
(II) exchange contents of investor relations activities;
(III) handling process and responsibility bearing of undisclosed major information disclosure (if any);
(IV) other contents.
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 three years.
Article 10 China Securities News, Shanghai Securities News, securities times and Securities Daily are the designated newspapers for the company's information disclosure, and their websites are http://www.cn.info.com.cn Information disclosure website designated for the company. According to laws, regulations and the provisions of Shenzhen Stock Exchange, the information that should be disclosed must be published in the above newspapers and websites 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. 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 communicate with investors in a timely, in-depth and extensive manner as much as possible, and pay special attention to using the Internet to improve the efficiency of communication and reduce the cost of communication.
Chapter IV Organization and functions of investor relations management
Article 12 the first responsible person for investor relations management affairs is the chairman of the company, and the Secretary of the board of directors is the main person in charge of investor relations management affairs of the company. The securities legal affairs department of the company is the functional department of investor relations management of the company, which is responsible for the management of investor relations of the company. 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 13 the duties of investor relations management performed by the securities legal affairs department include:
(I) collect information related to the company's production, operation and finance, 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;
(II) prepare annual general meeting, extraordinary general meeting and board of directors, and prepare meeting materials;
(III) preside over the preparation, design, printing and sending of annual report, semi annual report and quarterly report;
(IV) answer investors' inquiries by telephone, e-mail, fax, reception and visit;
(V) organize analyst briefings, online meetings, roadshows and other activities from time to time or in case of major events to communicate with investors;
(VI) set up an investor relations management column on the company's website to disclose the company's information online to facilitate investors' search and consultation;
(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 by senior managers and other important personnel;
(IX) 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;
(x) maintain regular contact with regulatory authorities, industry associations, exchanges, etc., and form a good communication relationship; (11) Maintain good cooperation and exchange relations with investor relations management departments of other listed companies, professional investor relations management consulting companies, financial public relations companies, etc;
(12) 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;
(13) Investigate and study the company's investor relations, track the key indicators reflecting the company's investor relations, and regularly or irregularly write research reports reflecting the company's investor relations for the reference of decision-makers; (14) Other work conducive to improving investor relations management.
Article 14 other business and functional departments of the company, subsidiaries controlled by the company (including substantial holding) and all employees of the company are obliged to assist the securities legal affairs department in relevant work.
Article 15 the securities legal affairs department shall train all employees of the company, especially directors, supervisors, senior managers, department heads and heads of subsidiaries controlled by the company (including substantial holdings) in relevant knowledge of investor relations management in an appropriate manner; When carrying out major investor relations promotion activities, special training shall also be held.
Article 16 the securities legal affairs department is the window for the company to face investors. The employees of investor relations management represent the image of the company among investors. The employees engaged in investor relations management must have the following qualities:
(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 structure, familiar with corporate governance, securities, finance and other relevant laws and regulations;
(III) be familiar with the securities market and understand the operation mechanism of the securities market;
(IV) good communication skills;
(V) have good psychological and moral integrity;
(VI) have strong writing ability, and be able to write regular reports, interim announcements and various information disclosure manuscripts.
Article 17 the securities legal affairs department shall formulate a complete investor relations management system and work norms, be responsible for the information disclosure related to investor relations activities for future reference and registration, and make detailed records of investor relations management activities such as research, communication and interview. The contents shall at least include the time, place, method (written or oral), the names of both parties, the contents about the company discussed in the activities And disclose the information disclosure and registration for future reference in the periodic report.
Chapter V investor relations activities
Article 18 the company shall be equipped with communication equipment necessary for information disclosure and strengthen communication with investors, especially public investors. The company shall publish the website of the company and the telephone number of investors in the 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 consultation telephone, e-mail and other external contact channels are unblocked, and 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. In case of major events or other necessary circumstances, the company shall open multiple telephones to answer investor inquiries.
Article 19 the company shall set up a special column on investor relations on the company's website, hold regular meetings with investors, timely respond to the concerns of public investors, and enhance investors' understanding of the company. The company shall update the company's website in time, correct the wrong information, and distinguish the latest information and historical information with obvious signs, so as to avoid misleading investors' decisions.
Article 20 the company shall try its best to avoid accepting investors' on-site investigation, media interview, etc. within 30 days before the disclosure of the annual report and semi annual report.
Article 21 the company may arrange investors and analysts to visit, discuss and communicate with the company on site.
Article 22 when carrying out investor relations management activities, the company shall take the publicly disclosed information as the exchange content, and shall not disclose or disclose the undisclosed major information in any way. If the answer involves or may involve stock price sensitive matters, undisclosed material information, or the answer can infer undisclosed material information, the company shall inform investors to pay attention to the company's announcement and make necessary explanations on the information disclosure rules.
The company shall not replace formal 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 through qualified media and take other necessary measures.
Article 23 when the company communicates with investors on the company's operation, financial status and other matters through annual report explanation meeting, performance explanation meeting, analyst meeting, roadshow and other means, it shall not disclose or divulge unpublished major information, and shall be carried out as publicly as possible. If conditions are met, it shall be carried out by means of online live broadcasting, so that all investors have the opportunity to participate.
When institutional investors, analysts, news media and other specific objects come to the company for on-site visit, discussion and communication, the company shall reasonably and properly arrange the visit process to avoid visitors having the opportunity to obtain undisclosed major information. The on-site reception activities shall be uniformly arranged by the Secretary of the board of directors. It is necessary to confirm the identity of investors, analysts and personnel of securities service institutions, send more than two people to accompany the reception, and assign special personnel to answer the questions of visitors. It is prohibited to disclose, disclose or divulge undisclosed major information without authorization.
Article 24 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 shall hold an annual report explanation meeting within 15 trading days after the disclosure of the annual report. The chairman (or general manager), financial director, Secretary of the board of directors, independent director (at least 1) and sponsor representative (if any) of the company shall attend the meeting. The meeting shall 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) dividend distribution, financial status, operating performance and change trend of the company;
(IV) difficulties, obstacles or possible losses of the company in business, marketing, technology, finance, use 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 five trading days in advance. The contents of the announcement shall include the date and time of the meeting (no less than two hours), the way of holding the meeting (on-site / online), the place or website of the meeting, the list of attendees of the company, the way of collecting questions, etc., and solicit questions publicly for all investors.
The general meeting of shareholders of the company made a decision on the specific scheme of cash dividends