Hbis Company Limited(000709) investor relations management system
(revised in April 2022)
Chapter I General Provisions
Article 1 in order to strengthen the information communication between Hbis Company Limited(000709) (hereinafter referred to as “the company”) and investors and 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 and the guidelines for the management of investor relations of listed companies issued by the CSRC This system is formulated in accordance with the stock listing rules of Shenzhen Stock Exchange (hereinafter referred to as the Listing Rules), the self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant laws and regulations, and in combination with the actual situation of the company.
Article 2 investor relations management refers to the relevant activities that the company strengthens communication with investors and potential investors by facilitating the exercise of shareholders’ rights, information disclosure, interactive communication and appeal processing, 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 realize the purpose of respecting investors, rewarding investors and protecting investors.
Article 3 when carrying out investor relations management, a listed company and its controlling shareholders, actual controllers, directors, supervisors, senior managers and staff shall abide by laws and regulations and other relevant provisions of the exchange, reflect the principles of fairness, impartiality and openness, objectively, truly, accurately and completely introduce and reflect the actual situation of the company, and shall not:
(I) disclose or publish the information of major events that have not been disclosed, or the information that conflicts with the information disclosed according to law;
(II) publishing false or misleading contents and making exaggerated publicity and misleading tips; (III) selectively disclose or release information, or there are major omissions;
(IV) make expectations or commitments on the price of the company’s shares and their derivatives;
(V) discrimination, contempt and other acts that unfairly treat minority shareholders or cause unfair disclosure; (VI) speak on behalf of the company without explicit authorization;
(VII) violating public order and good customs and damaging social and public interests;
(VIII) other illegal acts that violate the provisions on information disclosure or affect the normal trading of the company’s securities and their derivatives.
Article 4 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.
Article 5 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 6 the company appoints the Secretary of the board of directors to be responsible for organizing and coordinating the management of investor relations. Unless expressly authorized and trained, directors, supervisors, senior managers and employees of the company shall avoid speaking on behalf of the company in investor relations activities.
Chapter II objectives and principles of investor relations management
Article 7 the purpose of investor relations management is:
(I) establish and form two-way communication channels and effective mechanisms with investors, promote the benign relationship between the company and investors, enhance investors’ further understanding and familiarity with the company, and obtain recognition and support; (II) establish a stable and high-quality investor base and obtain long-term market support;
(III) form the investment 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 8 basic principles of investor relations management:
(I) compliance principle. The company’s investor relations management shall be carried out on the basis of fulfilling the obligation of information disclosure according to law, and shall comply with laws, regulations, rules and normative documents, industry norms and self-discipline rules, the company’s internal rules and regulations, as well as the code of ethics and code of conduct generally observed in the industry.
(II) principle of equality. When carrying out investor relations management activities, the company shall treat all investors equally, especially create opportunities and facilitate the participation of small and medium-sized investors.
(III) 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.
(IV) the principle of honesty and trustworthiness. In the investor relations management activities, the company should pay attention to integrity, stick to the bottom line, standardize operation and take responsibility, so as to create a healthy and good market ecology.
Chapter III Organization and implementation of investor relations
Article 9 the main responsibilities of the company’s investor relations management include:
(I) formulate investor relations management system and establish working mechanism;
(II) organize investor relations management activities to communicate with investors;
(III) organize timely and proper handling of investor consultation, complaints, suggestions and other demands, and regularly feed back to the board of directors and management of the company;
(IV) manage, operate and maintain relevant channels and platforms for investor relations management;
(V) guarantee investors to exercise shareholders’ rights according to law;
(VI) cooperate and support investor protection institutions to carry out relevant work to safeguard the legitimate rights and interests of investors; (VII) statistical analysis of the number, composition and changes of the company’s investors;
(VIII) carry out other activities conducive to improving investor relations.
Article 10 the first responsible person for investor relations management is the chairman of the company. The Secretary of the board of directors is responsible for organizing and coordinating the management of investor relations. The controlling shareholders, actual controllers, directors, supervisors and senior managers of the company shall provide convenience for the Secretary of the board of directors to perform the duties of managing investor relations. Article 11 the office of the board of directors is the functional department of investor relations management of the company, which is responsible for the management of investor relations.
Article 12 the company’s contact person in charge of investor relations shall have the following qualities:
(I) good conduct and professional quality, honest and trustworthy;
(II) good professional knowledge structure, familiar with relevant laws and regulations such as corporate governance, financial accounting and the operation mechanism of securities market;
(III) good communication and coordination skills;
(IV) fully understand the company and its industry.
Article 13 the company shall regularly provide systematic training and guidance on investor relations management to directors, supervisors, senior managers and relevant personnel. It is encouraged to participate in relevant training held by the CSRC and its dispatched offices, stock exchanges, securities registration and settlement institutions, listed company associations, etc.
Article 14 in carrying out investor relations activities, the company shall establish a complete investor relations management file system. The investor relations management file 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 accountability 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 3 years.
Article 15 the Secretary of the board of directors 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 time.
Chapter IV contents and methods of investor relations activities
Section I general meeting of shareholders
Article 16 the company shall carefully arrange and organize the general meeting of shareholders in accordance with laws, regulations and the articles of association.
Article 17 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 for shareholders to participate. If conditions permit, the Internet can be used to broadcast the shareholders’ meeting live.
Article 18 in order to improve the transparency of the shareholders’ meeting, the company can widely invite the news media to participate and report the meeting in detail.
Article 19 during the shareholders’ meeting, if voluntary information disclosure is made to the shareholders attending the meeting, the company shall publish it on the company’s website or in other feasible ways as soon as possible.
Section II website
Article 20 the company shall publish the website address in the periodic report according to the regulations. When the website is changed, the company shall timely announce the changed website.
Article 21 the company shall avoid publishing the relevant reports of the media on the company and the analysis reports of analysts on the company on the company’s website. If the company publishes relevant reports and analysis reports, it may be deemed to agree with relevant views and have an impact on investors’ investment decisions, and may bear or be investigated for relevant responsibilities.
Article 22 the company shall update the company’s website in time, distinguish the historical information from the current information with obvious signs, and correct the wrong information in time to avoid misleading investors.
Section 3 telephone consultation
Article 23 the company shall set up a special investor consultation telephone. Investors can use the consultation telephone to ask the company and understand their concerns.
Article 24 a specially assigned person shall be responsible for the investor’s 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.
Article 25 the company shall publish the consultation telephone number in the periodic report. If there is any change, it shall be announced on the company’s website as soon as possible and disclosed in the official announcement in time.
Section IV analyst meeting, performance presentation and Roadshow
Article 26 after the disclosure of the annual report, the company shall timely hold a performance explanation meeting in accordance with the provisions of the CSRC and the stock exchange to explain the industry situation, development strategy, production and operation, financial situation, dividend situation, risks and difficulties and other contents concerned by investors. The company shall solicit investors’ questions in advance when holding the performance presentation meeting, and pay attention to the effect of communication and interaction with investors, which can be in the form of video, voice and so on.
Article 27 in case of any of the following circumstances, the company shall hold an investor briefing in accordance with the provisions of the CSRC and the stock exchange:
(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 undisclosed major events after verification;
(IV) major events related to the company are highly concerned or questioned by the market;
(V) other circumstances where an investor briefing meeting should be held
Article 28 analyst meetings, performance presentations and roadshows shall be conducted in an open manner as far as possible. If possible, they can be broadcast live online. If online live broadcasting is adopted, investors can be notified in advance of the time of the meeting, the login website and the login method. Article 29 the company may collect relevant questions of small and medium-sized investors through e-mail, online forum, telephone and letter in advance, and reply through the Internet at analyst meetings, performance presentations and roadshows.
Article 30 the analyst meeting or performance presentation meeting can take the form of online interaction. Investors can ask questions directly through the Internet, and the company can also answer relevant questions directly online.
Article 31 If the analyst meeting, performance presentation or roadshow cannot be broadcast online, the company can invite journalists from the news media to participate and make objective reports.
Article 32 after the investor relations activities such as investor briefing, performance briefing, analyst meeting and roadshow, the company shall timely prepare the record form of investor relations activities and publish it on the website of interactive Yihe company (if any). The activity record form shall at least include the following contents:
(I) participants, time, place and form of the activity;
(II) communication contents and specific Q & A records;
(III) explanation on whether this activity involves major information that should be disclosed;
(IV) presentations, documents and other attachments used in the activity (if any);
(V) other contents required by SZSE.
Section V investigation
Article 33 the company shall properly arrange to accept the investigation of institutions and individuals engaged in securities analysis, consultation and other securities services, institutions and individuals engaged in securities investment, and perform the corresponding information disclosure obligations in accordance with the regulations.
Article 34 the controlling shareholders, actual controllers, directors, supervisors, senior managers and other employees of the company shall inform the Secretary of the board of directors before accepting the investigation. In principle, the Secretary of the board of directors shall participate in the whole process. Article 35 for direct communication between the company and research institutions and individuals, in addition to being invited to participate in the investment strategy analysis meeting held by institutions such as the Research Institute of securities companies, the company shall require the research institutions and individuals to issue unit certificates, ID cards and other materials, and require them to sign a letter of commitment.
The letter of commitment shall at least include the following contents:
(VI) not deliberately inquire into the material information not disclosed by the company, and not communicate or inquire with personnel other than the designated personnel of the company without the permission of the company;
(VII) not divulge the unpublished material information obtained unintentionally, and not use the obtained unpublished material information to buy and sell or suggest others to buy and sell the company’s shares and their derivatives;
(VIII) do not use unpublished material information in research reports, press releases and other documents such as investment value analysis reports, unless the company discloses the information at the same time;
(IX) if profit forecast and stock price forecast are involved in research reports such as investment value analysis report, indicate the source of data, and do not use subjective assumptions and data lacking factual basis;
(x) inform the company before the investment value analysis report and other research reports, press releases and other documents are released or used;
（11） Clarify the responsibility for breach of commitment.
