Core Points - The document outlines the management rules for the shares held by the board members and senior management of Suzhou Longjie Special Fiber Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3] Group 1: Share Transfer Restrictions - Board members and senior management cannot transfer their shares under specific conditions, including within one year of the company's stock listing and within six months after leaving their positions [4][5] - The maximum shares that can be transferred annually by board members and senior management is limited to 25% of their total holdings, with exceptions for certain circumstances [2][5] - Shares held by board members and senior management that are not transferred within the year will be included in the total for the following year [6][7] Group 2: Insider Trading Prohibitions - Board members and senior management are prohibited from trading company stocks during specific periods, such as 15 days before the annual or semi-annual report announcements [3][4] - The prohibition also extends to significant events that could impact stock prices until they are disclosed [4][5] Group 3: Notification and Disclosure Requirements - Board members and senior management must report their share transfer plans to the stock exchange 15 trading days before selling, including details such as the number of shares and the reason for the sale [6][7] - Any changes in shareholding must be reported within two trading days, including the number of shares before and after the change [7][8] Group 4: Legal Responsibilities - The company reserves the right to pursue accountability for any violations of these rules by board members and senior management, which may result in civil, administrative, or criminal liability [9][10]

Core Points - The company establishes an insider information management system to enhance confidentiality and ensure fair information disclosure in compliance with relevant laws and regulations [1][10] - The board of directors is responsible for managing insider information, ensuring the accuracy and completeness of insider information registries [2][3] - Insider information includes significant changes in business operations, major investments, important contracts, and other events that could impact the company's securities market price [3][4] Insider Information and Confidentiality - Insider information is defined as unpublicized information that could significantly affect the company's operations, finances, or securities market price [3] - Insider information insiders include company directors, senior management, major shareholders, and other personnel who can access insider information due to their roles [5][6] - Insiders are obligated to maintain confidentiality and are prohibited from disclosing or trading based on insider information before it is publicly disclosed [6][7] Management and Record-Keeping - The company must maintain accurate records of insider information and the individuals who have access to it, including the timing and nature of the information [11][12] - In cases of significant corporate actions, such as mergers or acquisitions, a detailed record of the process and involved parties must be maintained [13][14] - The company is required to submit insider information registries and significant event records to the stock exchange within five trading days after public disclosure [14][15] Accountability and Penalties - The company will conduct self-examinations regarding insider trading and take necessary actions against violators, including reporting to regulatory authorities [16][17] - Violations of confidentiality obligations may result in penalties, and severe cases could lead to criminal prosecution [17][18] - The company reserves the right to pursue accountability against individuals who disclose information without authorization, causing harm to the company [18]

Core Points - The company establishes a management system for external information disclosure to ensure fair information dissemination and prevent insider trading [1][2] - The board of directors is the highest management body for external information reporting, with the board secretary responsible for daily management [1][2] - Confidentiality obligations are imposed on directors and senior management regarding the preparation of periodic and temporary reports [2][3] Group 1 - The system applies to the company, its departments, subsidiaries, and relevant personnel, ensuring compliance with laws and regulations [1][2] - Information that may significantly impact the trading price of the company's stock must remain undisclosed until officially published [1][2] - The company has the right to refuse requests for insider information that lack legal basis [2][3] Group 2 - In special circumstances requiring the disclosure of undisclosed major information during business negotiations, confidentiality agreements must be signed [3] - Individuals responsible for external information reporting are accountable for the truthfulness, accuracy, and completeness of the information [3][4] - Violations of the disclosure regulations by internal personnel may result in penalties, and external parties misusing undisclosed information may face legal consequences [4]

苏州龙杰 信息披露制度 苏州龙杰特种纤维股份有限公司 第一章 总则 第三条 信息披露义务人，是指上市公司及其董事、高级管理人员、股东、 实际控制人，收购人，重大资产重组、再融资、重大交易有关各方等自然人、单 位及其相关人员，破产管理人及其成员，以及法律、行政法规和中国证监会规定 的其他承担信息披露义务的主体。 第二章 信息披露的基本原则 第四条 信息披露义务人应当及时依法履行信息披露义务，披露的信息应当 真实、准确、完整，简明清晰、通俗易懂，不得有虚假记载、误导性陈述或者重 大遗漏。 第一条 为规范苏州龙杰特种纤维股份有限公司（以下简称"公司"）信息 披露行为，加强公司信息披露事务管理，促进公司依法规范运作，维护公司股东 的合法权益，根据《中华人民共和国公司法》、 《中华人民共和国证券法》、 《上市 公司信息披露管理办法》、 《上海证券交易所股票上市规则》等法律、法规和规范 性文件等有关规定以及《苏州龙杰特种纤维股份有限公司章程》 （以下简称"《公 司章程》"），制定本制度。 第二条 本制度所指"信息"是指根据相关法律、法规、部门规章及证券监管 部门的规范性文件所有可能对公司证券及其衍生品种交易价格产生重大影 ...

苏州龙杰特种纤维股份有限公司 章 程 苏州龙杰特种纤维股份有限公司章程 目 录 苏州龙杰特种纤维股份有限公司章程 第一章 总则 第一条 为维护苏州龙杰特种纤维股份有限公司（以下简称"公司"）、股东、职工和债 权人的合法权益，规范公司的组织和行为，根据《中华人民共和国公司法》 （以 下简称《公司法》）和国家其它有关法律、法规和规定，制定本章程。 邮政编码：215638 法定代表人辞任的，公司将在法定代表人辞任之日起三十日内确定新的法定代 表人。 第九条 法定代表人以公司名义从事的民事活动，其法律后果由公司承受。 法定代表人因为执行职务造成他人损害的，由公司承担民事责任。公司承担民 苏州龙杰特种纤维股份有限公司章程 事责任后，依照法律或者本章程的规定，可以向有过错的法定代表人追偿。 第十三条 公司的经营宗旨：精、诚、实、新。 第十四条 经依法登记，公司的经营范围： 化学纤维及化学纤维品制造、加工，化纤原料购销；自营和代理各类商品及技 术的进出口业务（国有限定企业经营和禁止进出口的商品及技术除外）。 第十五条 公司根据中国共产党章程的规定，设立共产党组织、开展党的活动。公司为党 组织的活动提供必要条件。 | 股份 ...

Core Viewpoint - The company has established a comprehensive internal reporting and confidentiality system for significant information to ensure timely, accurate, and complete disclosure, thereby protecting investors' rights [1][2][3]. Group 1: Internal Reporting System - The company implements a real-time reporting system for significant information, requiring responsible personnel to inform the board secretary promptly [2][3]. - The reporting obligations extend to major shareholders, directors, senior management, and other personnel who may come into contact with confidential information [2][3]. - The company mandates that any significant information must be reported within one working day of becoming aware of it [5][6]. Group 2: Definition of Significant Information - Significant information includes major transactions, related party transactions, litigation, and any events that could materially affect the company's financial status or operations [4][5]. - Specific thresholds for reporting include transactions exceeding 10% of audited annual revenue or net profit, and other criteria related to asset impairment or major losses [4][5]. Group 3: Confidentiality Obligations - All personnel with access to significant information must maintain confidentiality until the information is publicly disclosed [7][8]. - The company restricts the number of individuals who are aware of confidential information to minimize the risk of leaks [7][8]. Group 4: Responsibilities and Consequences - The board of directors is responsible for overseeing the internal reporting and disclosure processes, with the board secretary handling the specifics of external disclosures [6][9]. - Failure to report significant information or breaches of confidentiality can lead to disciplinary actions, including potential termination and liability for damages [9][11].

Core Points - The document outlines the work system for the Secretary of the Board of Directors of Suzhou Longjie Special Fiber Co., Ltd, aiming to enhance corporate governance and standardize the appointment, duties, and training of the board secretary [2][3] Group 1: General Provisions - The board secretary is a senior management position responsible for the company and the board, ensuring diligent and faithful performance of duties [2] - The board secretary serves as the designated liaison between the company and the Shanghai Stock Exchange, handling information disclosure, corporate governance, and equity management [2][3] Group 2: Appointment of the Board Secretary - The company must appoint a board secretary within three months after the initial public offering or within three months after the previous secretary's departure [3] - Candidates for the board secretary must meet specific qualifications, including holding a certificate recognized by the Shanghai Stock Exchange [3][4] Group 3: Responsibilities of the Board Secretary - The board secretary is responsible for managing information disclosure, coordinating communication with investors and regulatory bodies, and organizing board and shareholder meetings [6][7] - The board secretary must ensure compliance with legal and regulatory requirements, maintain confidentiality, and manage the company's stock and derivative changes [6][9] Group 4: Training and Development - Training for the board secretary is to be developed by the Shanghai Stock Exchange, covering topics such as information disclosure, corporate governance, and investor relations [10] - The board secretary is required to keep abreast of relevant laws and regulations and ensure that the board and senior management are adequately trained [10]

Core Viewpoint - The document outlines the annual report work system of Suzhou Longjie Special Fiber Co., Ltd., emphasizing the responsibilities and procedures of the Audit Committee in the preparation, review, and disclosure of the annual report [1][4]. Group 1: General Principles - The purpose of the work system is to strengthen the internal control system of the company and enhance the role of the Audit Committee in annual report communication and information disclosure [1]. - Audit Committee members are required to diligently perform their duties in accordance with relevant laws and regulations to protect the overall interests of the company [1]. Group 2: Annual Report Work System - After each fiscal year, the Audit Committee must negotiate the annual audit work schedule with the registered auditor, ensuring that the audit begins no later than 20 working days before the annual report disclosure [2]. - The Audit Committee is responsible for reviewing the financial statements before the registered auditor's arrival and providing written opinions [2]. - The Audit Committee must maintain communication with the registered auditor and review the financial statements again after the initial audit opinion is issued [2]. - The Audit Committee is tasked with urging the registered auditor to submit the audit report within the agreed timeframe and documenting the follow-up actions [2]. - The Audit Committee must vote on the annual audit report and submit it to the Board of Directors for review, while also evaluating the performance of the registered auditor [2][3]. Group 3: Confidentiality and Compliance - During the annual report preparation and review, Audit Committee members have a confidentiality obligation and must ensure that the registered auditor also maintains confidentiality [2]. - Members must be vigilant about insider information and prevent any illegal activities such as insider trading [3]. - Company personnel are required to cooperate with the Audit Committee in exercising its authority without obstruction [3]. Group 4: Supplementary Provisions - Any matters not covered by this regulation should be executed in accordance with relevant laws and the company's articles of association [4]. - The Board of Directors is responsible for interpreting and amending this regulation [4]. - This regulation becomes effective upon approval by the Board of Directors [4].

苏州龙杰特种纤维股份有限公司 第一章 总则 第一条 为进一步完善公司法人治理结构，明确总经理的职权、职责，规范 总经理的行为，依据《公司法》和本公司章程，特制定本工作细则。 第二条 公司设总经理一名。 第三条 总经理对董事会负责，组织实施董事会决议，主持公司日常经营管 理工作。 第四条 总经理由董事会决定聘任或者解聘。 第五条 总经理每届任期三年，连聘可以连任。 第二章 总经理的职权 第六条 总经理行使下列职权： （一）主持公司的经营管理工作，组织实施董事会决议，并向董事会报告工 作； （二）组织实施公司年度经营计划和投资方案； （三）拟订公司内部管理机构设置方案； （四）拟订公司的基本管理制度； （五）制定公司的具体规章； （六）提请董事会聘任或者解聘公司副总经理及财务总监； （七）决定聘任或者解聘除应由董事会决定聘任或者解聘以外的负责管理人 员； （八）制定公司员工工资、福利和奖惩方案，年度调干和用工计划； （九）决定公司员工的聘用、升降级、加减薪、奖惩与辞退； （十）审批公司日常经营管理中的各项费用支出； （十一）在董事会授权额度内，决定公司财产的处置和固定资产的购置； （十二）在董事会授权额度内，审批 ...

Core Viewpoint - The document outlines the external investment management measures of Suzhou Longjie Special Fiber Co., Ltd., emphasizing the need for internal control, compliance with laws, and alignment with the company's long-term development strategy [1][2]. Group 1: General Principles - External investments are defined as actions taken by the company to expand its operational scale and achieve long-term returns through the allocation of cash, physical assets, or intangible assets to other organizations or individuals [1]. - All external investment activities must comply with national regulations and industry policies, support the company's sustainable development, and provide expected returns [1][2]. - The company headquarters will centrally manage external investments, while subsidiaries must obtain prior approval from the headquarters for their investment activities [1][2]. Group 2: Decision-Making Process - The main decision-making bodies for external investments are the shareholders' meeting, the board of directors, and the chairman [2]. - The chairman has specific decision-making authority for transactions involving assets totaling less than 10% of the company's most recent audited total assets, or where the transaction amount is below 10 million RMB [2][3]. - Transactions exceeding certain thresholds must be approved by the board of directors, and those exceeding 50% of total assets or 5 million RMB require shareholder approval [3][4]. Group 3: Investment Management and Execution - A dedicated department is responsible for the feasibility, risk, and return assessment of major investment projects, ensuring compliance with internal regulations [6][7]. - The finance department manages the financial aspects of external investments, including funding and regulatory compliance [7][8]. - After approval, the investment plan must specify the funding timeline, amount, and responsible personnel, with any changes requiring further approval [8][9]. Group 4: Monitoring and Supervision - The company will track the performance of external investments and report annually to the board of directors on the project's status and any discrepancies from the original feasibility study [10][11]. - The internal audit department will oversee investment activities, focusing on compliance with approval processes and the legitimacy of investment plans [11][12]. - The company must ensure that all investment-related documents are securely managed and that any asset disposals follow established procedures [12][13].