电科院: 董事和高级管理人员所持本公司股份及其变动管理制度

Core Points - The document outlines the management system for the shares held by directors and senior management of Suzhou Electrical Appliance Research Institute Co., Ltd, emphasizing compliance with relevant laws and regulations [1][2][3] Group 1: Shareholding Management - The company establishes a system to manage the shares held by its directors and senior management, ensuring adherence to the Company Law and Securities Law [1] - Directors and senior management must be aware of regulations regarding insider trading, market manipulation, and short-term trading before buying or selling company shares [2] - The company will monitor the shareholding and trading activities of its directors and senior management, with the board secretary responsible for data management and quarterly checks [2][3] Group 2: Trading Restrictions - Directors and senior management are prohibited from trading company shares during specific periods, including 15 days before the annual and semi-annual report announcements and 5 days before quarterly reports [2] - Shares held by directors and senior management cannot be transferred under certain conditions, such as within one year of the company's stock listing or within six months after leaving the company [3][4] Group 3: Reporting and Disclosure - Any changes in shareholding must be reported within two trading days, including details such as the number of shares before and after the change [8] - The company must ensure that relevant parties do not engage in trading based on insider information [8][9] Group 4: Compliance and Penalties - Violations of the Securities Law regarding the sale or purchase of shares within six months will result in the company reclaiming any profits made from such transactions [4][5] - The company will impose penalties on directors and senior management for violations, which may include warnings, salary reductions, or legal action if significant losses occur [25][26] Group 5: Additional Provisions - The document specifies that any matters not covered or conflicting with national laws will be governed by those laws and the company's articles of association [26] - The board of directors is responsible for the formulation, revision, and interpretation of this management system [27][28]