Core Points - The article outlines the insider information management system of Shandong Hualu Hengsheng Chemical Co., Ltd, emphasizing the importance of confidentiality and proper registration of insider information [1][2][3] Group 1: Insider Information Management - The company is responsible for managing insider information, ensuring that the records of insider information are true, accurate, and complete, with the board of directors being the main responsible party [1][2] - Insider information is defined as information that significantly impacts the company's operations, finances, or market price of its securities, which has not been publicly disclosed [3][4] - The company must maintain a detailed record of all individuals who have access to insider information before it is publicly disclosed, including their names, positions, and the nature of the information [4][5] Group 2: Responsibilities and Compliance - All company directors, senior management, and relevant departments must ensure confidentiality and cooperate with the board secretary in registering insider information [2][3] - The company must report insider information to the Shanghai Stock Exchange for significant events such as major asset restructuring, high ratio share transfers, and other actions that could affect stock prices [6][11] - The company is required to keep insider information records and related documents for at least ten years, ensuring compliance with regulatory requirements [8][17] Group 3: Confidentiality and Legal Obligations - All individuals with access to insider information must sign confidentiality agreements to limit the disclosure of such information [19][20] - The company must take measures to prevent insider trading and ensure that any violations are reported to the relevant authorities [27][28] - Non-insider individuals are expected to refrain from inquiring about insider information, and any breach of confidentiality may lead to legal consequences [26][30]

General Overview - The document outlines the detailed regulations and responsibilities of the board secretary of Shandong Hualu Hengsheng Chemical Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3]. Section 1: General Principles - The board secretary is designated as the liaison between the company and regulatory bodies, responsible for adhering to legal obligations and maintaining integrity in their role [2][3]. Section 2: Qualifications - Candidates for the board secretary position must possess necessary professional knowledge in finance, management, and law, along with good ethical standards [3]. Section 3: Responsibilities of the Board Secretary - The board secretary is responsible for managing information disclosure, investor relations, organizing board meetings, and ensuring compliance with legal and regulatory requirements [4][5]. - The board secretary has the authority to report any obstruction in their duties directly to the stock exchange [5][8]. Section 4: Appointment Procedures - The company must appoint a new board secretary within three months of a vacancy, with interim responsibilities assigned to a board member or senior management [6][7]. - The appointment process includes submitting relevant documentation to the stock exchange [6]. Section 5: Support for Role Execution - The company is required to provide necessary support and resources for the board secretary to fulfill their duties effectively [10][11]. Section 6: Assessment and Accountability - The board secretary's performance is subject to evaluation by the board, and any legal violations must be reported to regulatory authorities [12]. Section 7: Supplementary Provisions - The regulations will be enforced in accordance with national laws and can be amended by the board as necessary [14].

Core Viewpoint - The document outlines the information disclosure management measures for Shandong Hualu Hengsheng Chemical Co., Ltd, emphasizing the importance of fair, accurate, and timely disclosure of information that may significantly impact stock prices and investor decisions [1][2]. Group 1: General Principles of Information Disclosure - Information disclosure obligations must be fulfilled simultaneously to all investors without prior leaks to any individual or entity, except as legally permitted [2][3]. - The disclosed information must be truthful, accurate, complete, concise, and understandable, avoiding any misleading statements or omissions [2][3]. - Company directors and senior management are responsible for ensuring the accuracy and timeliness of disclosed information [2][3]. Group 2: Disclosure Procedures - Information disclosure documents include periodic reports, temporary reports, prospectuses, and acquisition reports, which must be published on designated media and the company's website [3][4]. - In non-trading hours, significant information can be disclosed, but must be followed by an official announcement before the next trading session [4][5]. - The company must ensure that all disclosed information is consistent across different languages, with the Chinese version taking precedence in case of discrepancies [4][5]. Group 3: Responsibilities and Management - The board of directors is responsible for overseeing the information disclosure process, with the board secretary acting as the main point of contact for disclosure matters [7][8]. - The company must maintain a clear structure for internal responsibilities regarding information disclosure to ensure compliance with regulations [6][7]. - The company must provide necessary resources and support to the board secretary to facilitate their duties [8][9]. Group 4: Content of Disclosure - The periodic reports must include essential company information, major financial data, stock and bond issuance details, and significant shareholder information [12][13]. - Any significant risks that could adversely affect the company's core competitiveness and future development must be disclosed [12][13]. - The company must disclose any major events that could impact stock prices, including financial losses or significant changes in management [20][21]. Group 5: Media and Communication - Designated media for information disclosure include specific financial newspapers and the Shanghai Stock Exchange website [26][27]. - The company must ensure that any promotional content does not precede official disclosures [27][28]. - All communications with investors must avoid sharing insider information [27][28].

Core Points - The article outlines the investor relations management system of Shandong Hualu Hengsheng Chemical Co., Ltd, emphasizing the importance of effective communication between the company and its investors to enhance governance and protect investor rights [1][2] - The management system aims to establish a stable investor base, improve information transparency, and foster a corporate culture that respects and rewards investors [1][2] Group 1: Objectives of Investor Relations Management - Strengthen communication with investors to enhance their understanding of the company [1] - Build a stable and high-quality investor base for long-term market support [1] - Increase transparency in information disclosure and improve corporate governance [1] - Foster a corporate culture that respects and rewards investors [1] - Maximize shareholder interests alongside overall company value [1] Group 2: Principles of Investor Relations Management - Compliance with legal and regulatory requirements is fundamental [2] - Equal treatment of all investors, especially small and medium-sized investors [2] - Proactive engagement with investors to gather feedback and address concerns [2] - Emphasis on honesty and integrity in all investor relations activities [2] Group 3: Communication Channels and Methods - Utilize multiple channels such as the company website, phone, fax, and email for investor communication [4] - Conduct regular information disclosures to ensure transparency [4] - Establish dedicated investor consultation lines to facilitate inquiries [4] - Organize on-site visits and meetings for investors to understand the company's operations [5] - Host investor meetings and roadshows to discuss performance and gather feedback [6][7] Group 4: Responsibilities and Organization - The Chairman is the primary responsible person for investor relations management [8] - The Board Secretary coordinates investor relations activities [8] - The Securities Department manages daily investor relations tasks and communication [8] Group 5: Training and Compliance - Regular training for key personnel involved in investor relations to ensure compliance and effective communication [11] - Establishment of a comprehensive record-keeping system for investor relations activities [10]

山东华鲁恒升化工股份有限公司 信息披露暂缓与豁免管理制度 （二〇二五年九月四日制定） 第一章 总则 第一条 为了规范山东华鲁恒升化工股份有限公司（以下称"公司"）信息披露暂 缓、豁免行为，督促公司依法合规履行信息披露义务，保护投资者的合法权益，根据 《证券法》《上海证券交易所股票上市规则》（以下称"《股票上市规则》"）、《上海证 券交易所上市公司自律监管指引第 2 号——信息披露事务管理》《上市公司信息披露 暂缓与豁免管理规定》等相关法律法规文件以及《公司章程》《公司信息披露管理办 法》等规定，特制定本制度。 第二条 公司和其他信息披露义务人暂缓、豁免披露临时报告，在定期报告、临 时报告中豁免披露中国证券监督管理委员会（以下称"中国证监会"）和上海证券交 易所规定或者要求披露的内容，适用本制度。 第三条 公司和其他信息披露义务人应当真实、准确、完整、及时、公平地披露 信息，不得滥用暂缓或者豁免披露规避信息披露义务、误导投资者，不得实施内幕交 易、操纵市场等违法行为。 第四条 公司和其他信息披露义务人应当审慎确定信息披露暂缓、豁免事项，履 行内部审核程序后实施。 第二章 适用情形 第五条 公司和其他信息披露义务 ...

Core Points - The article outlines the establishment and operational framework of the Compensation and Assessment Committee of Shandong Hualu Hengsheng Chemical Co., Ltd. [1] - The committee is responsible for setting assessment standards and compensation policies for directors and senior management, ensuring compliance with relevant laws and regulations [1][5] Group 1: General Provisions - The committee is established to enhance the governance structure of the company and is guided by the Company Law and other relevant regulations [1] - The committee consists of 3 to 5 members, all of whom are external directors, with a majority being independent directors [3] Group 2: Responsibilities and Authority - The committee is tasked with developing assessment standards for directors and senior management, as well as reviewing compensation policies [5] - It must provide recommendations on various matters, including compensation plans and stock incentive programs [5] Group 3: Decision-Making Procedures - The committee is required to prepare for decision-making by providing relevant financial and performance data [7] - The evaluation process for directors and senior management includes self-assessment and performance evaluation based on established criteria [8] Group 4: Meeting Rules - The committee must hold at least one meeting annually, with a quorum of two-thirds of members required for decisions [10] - Decisions are made by majority vote, and meetings must be documented with confidentiality obligations for attendees [11]

Core Viewpoint - The document outlines the management measures for related party transactions of Shandong Hualu Hengsheng Chemical Co., Ltd, aiming to standardize related transactions, protect the rights of shareholders, especially minority shareholders, and ensure compliance with relevant laws and regulations [1][2][3]. Group 1: General Principles - The company must ensure the legality, necessity, reasonableness, and fairness of related transactions, maintaining independence and compliance in decision-making and information disclosure [2][3]. - Related transactions are defined as matters involving the transfer of resources or obligations between the company and its related parties [1][4]. Group 2: Identification of Related Parties - Related parties include both legal entities and natural persons that have a significant relationship with the company, such as those controlling or significantly influencing the company [5][6]. - Specific criteria for identifying related legal entities and natural persons are provided, including ownership thresholds and positions held within the company [6][7]. Group 3: Decision-Making and Voting Procedures - Related parties must abstain from voting on matters concerning related transactions to protect the company's interests [5][6]. - The board of directors must consist of a majority of non-related directors for decisions on related transactions to be valid [5][6]. Group 4: Disclosure Requirements - Transactions exceeding certain monetary thresholds must be disclosed and submitted for board approval, with specific amounts set for transactions with natural persons and legal entities [13][14]. - Daily related transactions can be exempt from audit or assessment if they meet certain criteria and are disclosed in annual and semi-annual reports [7][8]. Group 5: Pricing of Related Transactions - Related transactions must be priced fairly, with guidelines provided for determining prices based on market standards or comparable transactions [28][29]. - If pricing cannot be determined by standard methods, the company must disclose the principles and methods used for pricing [31]. Group 6: Major Related Transactions - Major related transactions are defined as those meeting specific thresholds and require independent director approval and audit committee review before board consideration [11][12]. - The company must ensure that any major related transactions do not adversely affect the interests of minority shareholders [26][27].

General Principles - The management system for the departure of directors and senior management aims to standardize the departure procedures, ensuring stability in corporate governance and protecting shareholders' rights [1][2] - The system applies to various departure scenarios, including term expiration, resignation, dismissal, and other reasons [1] Departure Procedures - Directors must submit a written resignation report stating the reasons for their departure, which takes effect upon receipt by the company [2] - The company is required to disclose the resignation details within two trading days, including reasons and impacts, especially for independent directors [2][3] - If a director is dismissed, the company must notify them and allow for a defense at the shareholders' meeting before a vote is taken [3] Responsibilities and Obligations - Departing directors and senior management must complete all handover procedures within five days of leaving, including transferring relevant documents and files [4] - They are required to continue fulfilling any public commitments made during their tenure, even after departure [5] - Departing individuals must not interfere with the company's operations or harm shareholder interests post-departure [5] Shareholding Management - Departing directors and senior management are prohibited from transferring their shares within six months of leaving [6] - Any changes in shareholding must comply with specific regulations, including a 25% limit on share transfers during their term and six months post-termination [6] Final Provisions - The system will be revised in accordance with new laws or regulations, and the board of directors is responsible for its interpretation [6]

第一条 为进一步规范公司董事、高级管理人员及证券从业人员执业行为，促使 其系统了解证券法律法规内容，熟悉证券市场知识，不断提高自律意识，切实履行职 责，推动上市公司规范运作，制定本制度。 第二条 本制度适用于公司所有董事、高级管理人员及证券业务人员。 第三条 培训内容主要包括国内外资本市场基本状况，上市公司运作法律框架， 上市公司董事、高级管理人员的权利、义务和法律责任，上市公司信息披露基本要求， 上市公司内控制度，公司治理的基本原则，上市公司关联交易政策，最新会计准则以 及境内外证券市场融资和并购等最新政策法规。 山东华鲁恒升化工股份有限公司 董事、高级管理人员、证券业务人员培训制度 （二〇二五年九月四日修订） （四）选择培训内容和培训教材。 第八条 证券部的职责 （一）及时收集中国证监会、上海证券交易所发布的上市公司高级管理人员培训 信息。 （二）及时收集整理境内外证券市场最新法律法规及政策； 第四条 培训方式包括参加中国证监会等监管机构组织实施的上市公司董事、高 级管理人员的任职资格培训和岗位培训、参加相关专题培训班、邀请专家进行专题讲 座、结合重点及难点问题考察优秀上市公司、自学等形式。 第五条 培训 ...

Core Viewpoint - Shandong Hualu Hengsheng Chemical Co., Ltd. has decided to abolish its supervisory board and amend its articles of association to enhance corporate governance in compliance with the new Company Law and related regulations [1][2]. Group 1: Abolishment of Supervisory Board - The company will no longer establish a supervisory board or supervisors, transferring the supervisory functions to the audit committee of the board of directors [2][3]. - The decision aligns with the requirements for standardized operations of listed companies as per the new Company Law effective from July 1, 2024 [1][2]. Group 2: Amendments to Articles of Association - The company plans to revise its articles of association and related rules to improve governance structures and adapt to the needs of standardized operations [2][3]. - Key changes include the removal of terms related to "supervisors" and "supervisory board," replacing them with references to the audit committee [2][3]. Group 3: Governance Structure - The amendments aim to protect the rights of shareholders, creditors, and employees while ensuring compliance with the new legal framework [3][4]. - The revised articles will also standardize the terminology used in governance documents, such as changing "shareholder meeting" to "shareholders' meeting" [2][3].