Shanghai Sk Automation Technology Co.Ltd(688155) board of directors
Notes on the confidentiality measures and systems adopted in this major asset restructuring
Shanghai Sk Automation Technology Co.Ltd(688155) (hereinafter referred to as “the company” or “the listed company”) intends to acquire 51% of the equity of Ningde Dongheng Machinery Co., Ltd. (hereinafter referred to as “the target company”) in cash (hereinafter referred to as “this transaction” or “this major asset reorganization”). After the completion of this transaction, the company will control the target company.
In order to protect the legitimate rights and interests of investors and maintain the order of the securities market, in accordance with the requirements of laws, regulations and normative documents such as the administrative measures for major asset restructuring of listed companies and the administrative measures for information disclosure of listed companies, the company and all parties involved in this transaction have adopted strict confidentiality measures and confidentiality systems for this transaction. The details are as follows:
1. The company has taken necessary and sufficient confidentiality measures to limit the scope of relevant sensitive information during the preliminary negotiation with the relevant parties of this transaction. The company has prepared and submitted the progress memorandum of major events, the registration form of insiders and other relevant materials in accordance with the requirements of Shanghai Stock Exchange. 2. During the first meeting of the board of directors related to this transaction, the relevant confidential information is limited to the directors, supervisors and senior managers of the company. The directors, supervisors and senior managers of the company strictly fulfilled their obligations of integrity and did not disclose confidential information.
3. The company and the intermediary agency hired for this transaction have signed the confidentiality agreement respectively.
4. The company has repeatedly reminded and urged insiders to strictly abide by the confidentiality system and fulfill their confidentiality obligations. Before the disclosure of insider information according to law, they shall not disclose or disclose insider information, and shall not use insider information to buy and sell the company’s shares.
In conclusion, in this transaction, the company performed the obligation of information disclosure in strict accordance with the provisions of laws, regulations and normative documents such as the measures for the administration of major asset restructuring of listed companies and the measures for the administration of information disclosure of listed companies, strictly abided by the confidentiality obligations agreed in relevant agreements, avoided the disclosure of insider information and ensured the smooth progress of this transaction.
It is hereby explained.
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