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Jiangsu Shentong Valve Co., Ltd. Investor Relations Management System


Release time:

2022-10-26

Jiangsu Shentong Valve Co., Ltd.
investor relations management system
(Revised at the third meeting of the sixth session of the Board of Directors)

Chapter I General Provisions
Article 1 is to standardize the investor relations of Jiangsu Shentong Valve Co., Ltd. (hereinafter referred to as "the company"), strengthen the communication between the company and investors and potential investors (hereinafter referred to as "investors"), deepen investors' understanding and recognition of the company, promote the long-term and stable good relationship between the company and investors, and improve the company's integrity, core competitiveness and sustainable development ability, to maximize the value of the company and the interests of shareholders, in accordance with the "the People's Republic of China Company Law", "the People's Republic of China Securities Law", "Guidelines for the Management of Investor Relations of Listed Companies", "Shenzhen Stock Exchange Stock Listing Rules", "Shenzhen Stock Exchange Listed Companies Self-Regulatory Guidelines No. 1-Standardized Operation of Listed Companies on the Main Board" and other relevant laws, regulations, and regulatory documents are combined with the actual situation of the company, and this system is formulated.
Article 2 The scope of application of this system includes the company's various departments, wholly-owned or holding subsidiaries and their directly affiliated branches, and the relevant responsible personnel of the above-mentioned institutions.
Article 3 Investor relations management refers to the company's efforts to strengthen communication with investors and potential investors by facilitating the exercise of shareholders' rights, information disclosure, interactive exchanges, and appeal processing, and to enhance investors' understanding and recognition of the company. In order to enhance the level of corporate governance and the overall value of the enterprise, relevant activities to achieve the purpose of respecting investors, rewarding investors, and protecting investors.
Article 4 the board of directors of the company is the decision-making and executive body of investor relations management, which is responsible for formulating the company's investor relations management system, and is responsible for inspecting and assessing the implementation and operation of investor relations management.
The Secretary of the Board of Directors is the person in charge of the Company's investor relations management, and the Office of the Board of Directors of the Company is the functional department of investor relations management, which organizes and implements the Company's investor relations management under the leadership of the Secretary of the Board of Directors of the Company.
The Supervisory Board is the supervisory body for investor relations management and is responsible for supervising whether the Company is legally and effectively carrying out investor relations management in accordance with the relevant laws and regulations in force.
Chapter II Basic Principles of Investor Relations Management
Article 5 The basic principles of investor relations management are:
(I) compliance principles. The management of the company's investor relations shall be carried out on the basis of fulfilling the obligation of information disclosure in accordance with the law, in accordance with laws, regulations, rules and normative documents, industry norms and self-discipline rules, internal rules and regulations of the company, and the ethics and code of conduct generally observed by the industry;
(II) the principle of equality. When conducting investor relations management activities, the company shall treat all investors equally, especially create opportunities and provide convenience for small and medium investors to participate in activities;
(III) the principle of initiative. The company shall take the initiative to carry out investor relations management activities, listen to investors' opinions and suggestions, and respond to investors' demands 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, take responsibility, and create a healthy and good market ecology.
Chapter III Contents and Requirements of Investor Relations Management
Article 6 The contents of the communication between the company and investors in the management of investor relations mainly include:
(I) the company's development strategy;
(II) the content of statutory information disclosure;
Management information of the (III) company;
(IV) the company's environmental, social and governance information;
(V) the cultural construction of the company;
The ways, means and procedures of exercising the rights of (VI) shareholders;
(VII) investor claims processing information;
(VIII) the risks and challenges the company is facing or may face;
Other relevant information (IX) the company.
Article 7 When a company conducts investor relations management activities, it shall use publicly disclosed information as the content of the exchange, and shall not disclose or divulge material information that has not been publicly disclosed in any way.
Where investor relations activities involve or may involve stock price-sensitive matters, material information that is not publicly disclosed, or questions that can be inferred from material information that is not publicly disclosed, the company shall inform investors to pay attention to the company's announcement and make necessary information disclosure rules. Explanation.
The Company may not substitute formal disclosure for communication in its investor relations management activities. If a company accidentally divulges material information that has not been publicly disclosed in its investor relations management activities, it shall immediately make an announcement through qualified media and take other necessary measures.
Article 8 when carrying out investor relations management, the company and its directors, supervisors, senior managers and staff shall abide by laws and regulations and other relevant provisions of the Shenzhen Stock Exchange, reflect the principles of fairness, impartiality and openness, objectively, truthfully, accurately and completely introduce and reflect the actual situation of the company, and the following circumstances shall not occur in the course of carrying out investor relations management activities:
(I) disclose or publish material information that has not been publicly disclosed by means other than qualified media;
(II) publishing false or misleading content, making exaggerated propaganda and misleading tips;
The (III) anticipates or undertakes the price of the company's stock and its derivatives;
(IV) discrimination, contempt and other unfair treatment of minority shareholders;
(V) other violations of information disclosure rules or suspected of manipulating the securities market, insider trading and other violations.
Article 9 The secretary of the board of directors shall be responsible for organizing and coordinating the management of investor relations. Unless expressly authorized and trained, other directors, supervisors, senior management and employees of the Company shall refrain from speaking on behalf of the Company in investor relations activities.
Article 10 The investor relations management staff of a company shall possess the professional knowledge necessary for the performance of their duties and have good professional qualities.
Article 11 The company shall regularly conduct systematic training on investor relations management for controlling shareholders, actual controllers, directors, supervisors, senior managers and related personnel to enhance their understanding of relevant laws and regulations and company rules and regulations.
Article 12 A company shall establish a complete investor relations management file system in conducting investor relations activities, and the investor relations management file shall at least include the following contents:
(I) the participants, time and location of the investor relations activities;
Communication content of (II) investor relations activities;
The handling process and accountability for the disclosure of undisclosed material information of the (III) (if any);
(IV) other content.
Investor relations management files shall be classified in accordance with the way of investor relations management, and relevant records, on-site recordings, presentations, documents provided in activities (if any) and other documents shall be archived and properly kept for a period of not less than 3 years.
Article 13 A company shall publish its website and telephone number for consultation in its periodic reports. When the website or consultation telephone number changes, the company shall make a timely announcement.
The company shall ensure that the external communication channels such as consultation telephone, fax and e-mail are unblocked, ensure that the consultation telephone is answered by a special person during working hours, and timely reply and feedback relevant information to investors through effective forms.
Article 14 A company shall establish and improve relevant systems and procedures for investor relations management activities to ensure the fairness of information disclosure:
The (I) company shall formulate a reception and promotion system, which shall at least include the organization and arrangement of reception and promotion, the content of activities, the personnel arrangement, and the prohibition of unauthorized disclosure, disclosure or disclosure of undisclosed material information;
The (II) company shall formulate a registration system for information disclosure for reference, and record in detail the investigation, communication, interview and other activities of accepting or inviting specific objects. The contents shall at least include the time, place, method (written or oral), names of both parties, contents about the company discussed in the activity, relevant materials provided, etc. The company shall disclose the information disclosure for reference in the periodic report;
(III) companies shall disclose the relevant systems of investor relations management activities.
Article 15 A company shall strictly examine the information communicated to the outside world by means of informal announcement, and set up review or record procedures to prevent the disclosure of undisclosed material information.
The above-mentioned modes of informal announcement include:
(I) general meeting of shareholders.
(II) press conference.
(III) product promotion.
(IV) companies or related individuals to accept media interviews.
(V) directly or indirectly issue press releases to the media.
(VI) company (including subsidiary) websites and internal publications.
(VII) directors, supervisors or senior management blog, micro-blog, WeChat and other social media.
(VIII) communicate with specific investors in writing or orally.
(IX) communicate with securities analysts in writing or orally.
(X) other forms of publicity and reporting of the company.
(11) Other forms recognized by the Shenzhen Stock Exchange.
Chapter IV Forms and Requirements for Investor Relations Management
Article 16 The company may communicate with investors through multiple channels, multiple platforms, and multiple levels. The communication method should be as convenient and effective as possible to facilitate investor participation. Obstacles that affect communication should be discovered and removed in a timely manner.
The Company's communication with investors includes, but is not limited:
(I) general meeting of shareholders.
(II) investor briefings, roadshows.
(III) the company's official website.
(IV) Shenzhen Stock Exchange (hereinafter referred to as "Shenzhen Stock Exchange") interactive platform.
(V) new media platforms.
(VI) phone.
(VII) the fax.
(VIII) E-mail.
(IX) investor education base.
(X) investor research.
(xi) Securities analyst research.
Article 17 A company may set up an investor relations management column on its official website to publish and update information related to investor relations management.
Article 18 The company shall provide convenience for small and medium shareholders and institutional investors to visit the company, discuss and communicate with the company, arrange the activity process reasonably and properly, do a good job of information isolation, and shall not allow visitors to have access to major information that has not been publicly disclosed.
Article 19 The company shall assume the primary responsibility for handling investor complaints, improve the complaint handling mechanism, and properly handle investor demands.
The disputes between the company and the investors may be resolved through consultation by themselves, apply to the mediation organization for mediation, apply to the arbitration institution for arbitration or bring a lawsuit in the people's court.
Article 20 The Company shall pay full attention to the information collected by Interactive Easy and other media reports on the Company, and shall pay full attention to and perform the information disclosure obligations arising or likely to arise from the media reports on the Company in accordance with the law.
Article 21 The Company shall prepare a record of investor relations activities in a timely manner after the completion of investor relations activities such as investor briefings, performance briefings, analyst meetings, roadshows, etc., and publish them on the website (if any) of the Company in a timely manner. The activity record sheet shall at least include the following:
Participants, time, place and form of (I) activities;
(II) communication content and specific Q & A records;
(III) explanation on whether this activity involves material information that should be disclosed;
Attachments such as presentations and documents provided during (IV) activities (if any);
(V) other content required by the relevant regulatory authority.
Chapter V Investor Briefing
Article 22 Where a company holds an investor briefing, it shall issue an announcement before the investor briefing, stating the time, method, location, website, company attendance list and event theme of the investor relations activity. In principle, investor briefings should be arranged during non-trading hours.
The company shall open a channel for investors to ask questions before and during the investor briefing, do a good job in soliciting questions from investors, and answer questions of concern to investors at the briefing.
Article 23 Where any of the following circumstances exists, the company shall promptly convene an investor briefing:
The cash dividend level of the (I) company in the current year does not meet the relevant provisions, and the reasons need to be explained;
The (II) company terminates the reorganization after the disclosure of the reorganization plan or reorganization report;
(III) the company's stock trading has abnormal fluctuations as stipulated in the relevant rules, and the company finds that there are undisclosed major events after verification;
The relevant major events of the (IV) company are highly concerned or questioned by the market;
After the disclosure of the annual report, the (V) company shall, in accordance with the relevant provisions of the China Securities Regulatory Commission and the Shenzhen Stock Exchange, hold an annual report performance explanation meeting;
(VI) other circumstances in which an investor briefing meeting should be held in accordance with the provisions of the CSRC and the Shenzhen Stock Exchange.
Article 24 The company may hold an annual report performance presentation meeting within 15 trading days after the disclosure of the annual report, and the company's industry status, development strategy, production and operation, financial status, dividend status, risks and difficulties, etc. Explain the content.
Article 25 Before the general meeting of shareholders deliberates on the specific cash dividend plan, the company shall actively communicate and communicate with shareholders, especially small and medium shareholders, through various channels, fully listen to the opinions and demands of small and medium shareholders, and promptly answer the concerns of small and medium shareholders.
Chapter 6 The Company Accepts Research
Article 26 When a company accepts research from institutions and individuals engaged in securities analysis, consulting and other securities services, and institutions and individuals engaged in securities investment (hereinafter referred to as "research institutions and individuals"), it shall properly carry out relevant reception work, and Perform corresponding information disclosure obligations in accordance with regulations.
Companies, research institutions and individuals shall not use research activities to engage in market manipulation, insider trading or other violations of laws and regulations.
Article 27 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 28 Where a company communicates directly with research institutions and individuals, in addition to being invited to participate in investment strategy analysis meetings held by securities company research institutes and other institutions, it shall require research institutions and individuals to issue information such as unit certificates and identity cards, and require them to sign a letter of commitment.
The undertaking shall at least include the following:
The (I) does not intentionally inquire about the company's undisclosed material information, and does not communicate or inquire with personnel other than the company's designated personnel without the company's permission;
(II) not to disclose undisclosed material information inadvertently obtained, and not to use the undisclosed material information obtained to buy or sell or advise others to buy or sell the company's stock and its derivatives;
(III) do not use undisclosed material information in research reports, press releases, etc., such as investment value analysis reports, unless the company also discloses that information;
If the (IV) deals with earnings forecasts and stock price forecasts in research reports such as investment value analysis reports, indicate the source of the information and do not use subjective and unsubstantiated information;
The (V) shall inform the Company before the release or use of the investment value analysis report and other research reports, press releases and other documents;
(VI) clarify the responsibility for breach of commitments.
Article 29 The company shall form a written investigation record of the investigation process and the contents of the exchange, and the personnel participating in the investigation and the secretary of the board of directors shall sign for confirmation. If the conditions are met, the research process can be recorded and videotaped.
Article 30 The company shall establish an after-the-fact verification procedure for receiving research, clarify the response measures and handling procedures for the disclosure of undisclosed material information, and require research institutions and individuals to inform the company of research reports, press releases and other documents such as investment value analysis reports and press releases formed based on communication before they are released or used.
If the company finds that there are wrong or misleading records in the documents mentioned in the preceding article during the verification, it shall require it to make corrections. If the other party refuses to make corrections, the company shall promptly announce to the public for explanation; if it finds that the aforementioned documents involve undisclosed material information, it shall immediately report to the Shenzhen Stock Exchange and make an announcement, and at the same time, research institutions and individuals are required not to disclose the information before the company's official announcement, it is also expressly informed that it may not buy or sell or advise others to buy or sell the company's shares and its derivatives during this period.
Article 31 The company's acceptance of research or interviews by the news media and other institutions or individuals shall be implemented with reference to the provisions of this section. The controlling shareholder and actual controller of the company shall accept the investigation or interview related to the company, and shall refer to the provisions of this section.
Chapter 7 Interactive Easy Platform
Article 32 The Company shall communicate with investors through various channels such as Interactive Easy, and assign or authorize special personnel to view and process the relevant information of Interactive Easy in a timely manner. The company shall make full, in-depth and detailed analysis, explanation and reply to the questions of investors on the disclosed information.
For important or general questions and answers, the company should organize them and publish them in a prominent manner in the interactive easy.
Article 33 The company's information disclosure shall be subject to the content disclosed through qualified media, and the information released on the interactive mobile platform shall not conflict with the information disclosed in accordance with the law. When the company publishes information on the interactive platform, it shall be cautious, objective, and based on facts to ensure the truthfulness, accuracy, completeness and fairness of the information released, and shall not use exaggerated, promotional, or misleading language, and shall not mislead investors, and Fully remind the major uncertainties and risks that may exist in related matters.
Article 34 The company shall be cautious, objective and have factual basis when publishing information on the interactive platform and responding to questions involving hot market concepts and sensitive matters. It shall not use the interactive platform to cater to hot market spots or improperly associate with hot market spots. It shall not deliberately exaggerate the impact of relevant matters on the company's production, operation, research and development, sales, development and other aspects, and improperly affect the prices of the company's stocks and its derivatives.
Chapter VIII Supplementary Provisions
Article 35 matters not covered in this system shall be implemented in accordance with the relevant laws, regulations and articles of association of the state; if this system conflicts with the laws and regulations promulgated by the state in the future or the articles of association amended by legal procedures, it shall be implemented in accordance with the provisions of the relevant laws, regulations and the articles of association of the company, and shall be revised immediately and submitted to the meeting of the board of directors for deliberation and approval.
Article 36 The Board of Directors of the Company shall be responsible for the interpretation and revision of this System.
Article 37 This system shall be formally implemented from the date of its adoption by the Board of Directors.

Board of Directors of Jiangsu Shentong Valve Co., Ltd.
October 26, 2022
 

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