科兴制药: 董事和高级管理人员所持公司股份及其变动管理制度

General Principles - The document outlines the management system for the shares held by directors and senior management of Sinovac Biotech Ltd, aiming to strengthen the declaration, disclosure, supervision, and management of their stock trading activities [1][2] - The system is established in accordance with various laws and regulations, including the Company Law and Securities Law of the People's Republic of China, as well as the company's articles of association [1] Share Trading Regulations - Directors and senior management must be aware of and comply with laws prohibiting insider trading, market manipulation, and short-term trading before buying or selling company shares [2] - They are encouraged to stabilize stock prices by purchasing shares during significant price declines [2] - Directors and senior management are prohibited from engaging in margin trading or derivative transactions involving the company's stock [2][3] Share Transfer Restrictions - There are specific conditions under which shares held by directors and senior management cannot be transferred, including within one year of the company's stock listing and within six months after leaving the company [3][4] - Additional restrictions apply if the company is under investigation for securities violations or if the directors and senior management have been penalized for such violations [4] Shareholding and Transfer Management - Core technical personnel are subject to additional restrictions on transferring shares acquired before the company's initial public offering, including a 12-month lock-up period and annual transfer limits [4][5] - Directors and senior management must notify the board secretary of their trading plans in writing, and the secretary must verify the appropriateness of the transaction [3][5] Disclosure Requirements - Directors and senior management must disclose any changes in their shareholdings within two trading days of the change, including details such as the number of shares before and after the change, the date, and the price [6][16] - They are also required to report their personal information to the company and the stock exchange at specified times, including upon appointment and when there are changes [16][19] Compliance and Accountability - The company and its directors and senior management must ensure that all information related to shareholding and transfer is timely, truthful, accurate, and complete, bearing legal responsibility for any discrepancies [19] - The board secretary is responsible for managing the data and information related to directors and senior management's shareholdings and must report any violations to regulatory authorities [19]