Core Points - The article outlines the investor relations management system of Ningbo Keli Sensor Technology Co., Ltd, aiming to enhance communication with investors and protect their rights, especially those of small and medium investors [2][3] - The management system is based on principles of compliance, equality, proactivity, and honesty, ensuring that all investors are treated fairly and that their feedback is actively sought [3][4] Group 1: General Principles - Investor relations management is defined as activities that facilitate communication between the company and its investors, enhancing understanding and recognition of the company [2] - The basic principles include compliance with laws and regulations, equal treatment of all investors, proactive engagement, and maintaining integrity in communications [3][4] Group 2: Communication Channels - The company is required to utilize multiple channels for investor relations, including the company website, new media platforms, and direct communication methods like phone and email [4][5] - A dedicated investor relations section on the company website will be established to address inquiries, complaints, and suggestions from investors [4][5] Group 3: Investor Engagement Activities - The company will organize various activities such as investor meetings, roadshows, and analyst conferences to communicate its situation and gather feedback [6][7] - Regular performance briefings will be held post-annual report disclosure to discuss industry status, strategic direction, and financial performance [7][8] Group 4: Responsibilities and Training - The board secretary is responsible for coordinating investor relations activities, supported by the board and senior management [20][21] - Staff involved in investor relations must possess good character, professional knowledge, and effective communication skills [24][25] Group 5: Record Keeping and Compliance - The company must maintain comprehensive records of investor relations activities, including participant details and communication content, for a minimum of three years [26][27] - Any disclosures must adhere to legal requirements, ensuring that information is accurate, clear, and devoid of misleading statements [11][12]

Core Viewpoint - The article outlines the management system for related party transactions of Ningbo Keli Sensor Technology Co., Ltd, emphasizing the need for fairness, transparency, and compliance with relevant laws and regulations to protect the rights of the company and its shareholders [2][19]. Group 1: General Principles - The management system aims to standardize related party transactions, ensuring their fairness and protecting the legal rights of the company and its shareholders [2]. - The system is binding on shareholders, directors, management, and various departments within the company [2]. - Related party transactions must be documented in written agreements that adhere to principles of equality, voluntariness, equivalence, and compensation [2][3]. Group 2: Pricing Principles - Related party transactions should follow fair pricing principles, ideally aligning with market prices or independent third-party standards [3]. - The pricing methods include state pricing, market pricing, cost-plus pricing, and negotiated pricing based on the specific circumstances of the transaction [3][4]. Group 3: Types of Related Party Transactions - Related party transactions encompass a wide range of activities, including asset purchases or sales, financial assistance, guarantees, leasing, management contracts, and more [6][7]. - The definition of related parties includes both legal entities and natural persons who meet specific criteria, such as holding significant shares or being in key management positions [7][8]. Group 4: Avoidance Procedures - Directors and shareholders with related interests must abstain from voting on related party transactions to ensure impartiality [11][12]. - The procedures for disclosing and avoiding conflicts of interest are clearly outlined, requiring proactive disclosure from involved parties [13][14]. Group 5: Disclosure and Approval - Transactions exceeding 3 million yuan or 0.5% of the company's latest audited net assets must be submitted for board approval and disclosed promptly [19][20]. - The company must provide detailed disclosures regarding the nature of the transaction, pricing policies, and the impact on the company's financial status [14][15]. Group 6: Execution and Compliance - All related party transactions require written agreements and must adhere to the approved procedures for execution [18][19]. - The company is prohibited from providing financial assistance to related parties unless specific conditions are met, including board approval [22][23].

Core Points - The company has established a fundraising management system to regulate the use and management of raised funds, enhance their efficiency, and protect investors' rights [2][3] - The system is based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2] - The board of directors is responsible for establishing internal control systems for the storage, use, and management of raised funds [2][3] Fundraising Storage - Raised funds must be stored in a special account approved by the board of directors, and separate accounts should be set up for multiple financings [7][8] - A tripartite supervision agreement must be signed with the sponsor and the commercial bank within one month of the funds being received [8][9] - The company must report to the Shanghai Stock Exchange within two trading days after signing the agreement [4][5] Fundraising Usage - The company must follow specific requirements for using raised funds, including clear application procedures and adherence to the planned usage stated in the issuance documents [10][11] - Any significant changes affecting the normal use of funds must be reported to the Shanghai Stock Exchange [10] - The company is prohibited from using raised funds for financial investments or providing funds to related parties [11][12] Changes in Fundraising Purpose - Any changes in the purpose of raised funds must be approved by the board of directors and disclosed to the Shanghai Stock Exchange [22][23] - The company must conduct feasibility analyses for new projects and ensure that they align with the main business [23][24] - If a project is canceled or terminated, the company must report the reasons and the amount of funds used [15][22] Management and Supervision of Fundraising - The company must accurately disclose the actual use of raised funds and maintain detailed records [27][28] - Internal audits should be conducted at least biannually to ensure compliance with the fundraising management system [16][17] - The sponsor is required to conduct on-site investigations of the fundraising management at least biannually [30][31]

Core Viewpoint - The internal audit management system of Ningbo Keli Sensor Technology Co., Ltd. aims to standardize and enhance the quality of internal audit work, ensuring compliance with relevant laws and regulations while improving economic management and efficiency [1][2]. Group 1: Internal Audit Definition and Scope - Internal audit is defined as an evaluation activity conducted by the company's internal audit department to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [2][3]. - The internal audit scope includes all business segments related to financial reporting and information disclosure across the company and its subsidiaries [2][6]. Group 2: Organizational Structure and Independence - The company has established an audit committee under the board of directors, which consists of three directors, with a majority being independent directors [3][6]. - The audit department operates independently and is not subject to interference from other departments, ensuring its ability to perform its duties effectively [3][5]. Group 3: Responsibilities and Authority of the Audit Department - The audit department is responsible for supervising the financial management and internal control systems of the company and its subsidiaries, reporting directly to the audit committee [3][8]. - The audit department has the authority to request necessary documents and information from audited units, conduct investigations, and propose improvements to management practices [10][25]. Group 4: Audit Implementation Measures - The audit department must conduct annual evaluations of internal controls and submit reports to the audit committee, focusing on the effectiveness of internal control systems related to financial reporting and information disclosure [26][28]. - The department is required to audit significant external investments, asset purchases, and guarantees promptly, ensuring compliance with approval procedures and assessing associated risks [30][31][32]. Group 5: Information Disclosure and Reporting - The audit committee is responsible for issuing an annual self-evaluation report on internal controls based on the audit department's findings, which must be reviewed by independent directors and auditors [37][39]. - The company must disclose the internal control self-evaluation report and the auditor's report on internal control effectiveness alongside its annual report [40].

Core Points - The document outlines the internal reporting system for significant information at Ningbo Keli Sensor Technology Co., Ltd, aiming to enhance decision-making, execution, and risk control [1][2] - Significant information is defined as events that may have a substantial impact on the trading price of the company's stock and derivatives [2][4] - The board of directors is designated as the management body for significant information, with the board secretary responsible for overseeing the reporting and disclosure process [4][6] Group 1: Definition and Scope of Significant Information - Significant information includes various events such as meeting matters, major transactions, significant related party transactions, litigation and arbitration matters, major changes, and social responsibility issues [4][6] - Specific thresholds for reporting significant transactions are established, including transactions exceeding 10% of audited annual revenue or net profit, and absolute amounts over RMB 1 million [4][6][7] - Related party transactions must be reported if they exceed RMB 300,000 for legal entities or RMB 30,000 for individuals [6][7] Group 2: Reporting Procedures - Report obligations must be fulfilled within 24 hours of becoming aware of significant information, with continuous monitoring of the information's progress required [10][11] - Reports can be made verbally or in writing, with necessary documentation provided to the board secretary [10][12] - The board secretary is responsible for analyzing reported information and ensuring compliance with disclosure requirements [11][12] Group 3: Confidentiality and Legal Responsibilities - All personnel with access to undisclosed information are required to maintain confidentiality until the information is publicly disclosed [3][12] - Violations of reporting obligations can lead to disciplinary actions, including warnings, demotions, or legal consequences [18][19] - The board of directors is tasked with regular training and communication regarding governance and information disclosure to ensure timely and accurate reporting [17][18]

Core Viewpoint - The document outlines the insider information management system of Ningbo Keli Sensor Technology Co., Ltd, emphasizing the importance of confidentiality and compliance with relevant laws and regulations regarding insider information disclosure. Group 1: Insider Information Management - The company aims to standardize insider information management and enhance confidentiality to maintain fair information disclosure principles [1] - The board of directors is designated as the management body for insider information, with the chairman as the primary responsible person [1] - The board secretary is responsible for supervising, managing, registering, disclosing, and filing insider information [1] Group 2: Definition and Scope of Insider Information - Insider information refers to unpublicized information that significantly impacts the company's operations, finances, or market price of its securities [1] - Examples of insider information include major changes in business policies, significant asset transactions exceeding 30% of total assets, and major losses or debts [1][2] Group 3: Insider Information Recipients - Insider information recipients include company directors, senior management, shareholders holding over 5% of shares, and related parties who can access insider information due to their roles [2][3] Group 4: Registration and Management of Insider Information Recipients - The company must maintain a record of insider information recipients, including details about the timing, location, and nature of the information accessed [4][5] - Relevant parties involved in significant transactions must also complete insider information recipient records [4] Group 5: Confidentiality and Penalties - The company must ensure that confidentiality agreements are signed before disclosing insider information to major stakeholders [6][7] - Violations of the insider information management system can lead to disciplinary actions, including warnings, demotions, or legal consequences [8][9] Group 6: Compliance and Reporting - The company is required to report insider information recipient records and significant event progress memos to the Shanghai Stock Exchange within five trading days after public disclosure [6][10] - The company must ensure that any changes to significant matters are promptly reported to maintain compliance with regulatory requirements [6]

Core Viewpoint - The company has established a public opinion management system to enhance its ability to respond to various public opinions, protect investor rights, and mitigate impacts on its stock and business reputation [2][3]. Group 1: General Principles - The public opinion management system aims to address negative or false media reports, rumors, and information that could affect investor decisions and stock price fluctuations [2]. - Public opinion is categorized into major public opinion, which significantly impacts the company's public image and operations, and general public opinion, which encompasses all other types [2][3]. Group 2: Organizational Structure and Responsibilities - The company has formed a public opinion management working group led by the chairman, with responsibilities including decision-making on public opinion handling and coordinating external communications [3][4]. - The board office is tasked with collecting and managing public opinion information, analyzing its impact, and reporting to the working group [4][5]. Group 3: Response and Handling of Public Opinion - The company emphasizes rapid response, coordinated communication, and proactive engagement in managing public opinion crises [5][6]. - A structured reporting process is in place for departments to report public opinion information, ensuring timely and accurate communication [6][7]. Group 4: Accountability and Confidentiality - The company holds personnel accountable for failing to follow public opinion management procedures, with potential disciplinary actions for causing losses [7][8]. - Confidentiality obligations are imposed on employees and consultants regarding undisclosed significant information, with penalties for breaches that harm the company [7][8].

Core Points - The document outlines the management system for subsidiaries of Ningbo Keli Sensor Technology Co., Ltd, aiming to standardize operations, enhance resource allocation, and improve the operational enthusiasm and creativity of subsidiaries [1][2][3] Group 1: General Principles - The management system applies to wholly-owned subsidiaries, holding subsidiaries, and other companies controlled directly or indirectly by the parent company [1] - The parent company and subsidiaries maintain an equal legal relationship, with the parent company holding rights based on its shareholding [1] - Subsidiaries enjoy legal property rights and are responsible for their own profits and losses [1] Group 2: Governance Structure - Subsidiaries must establish a sound governance structure and internal management systems in accordance with relevant laws and regulations [2] - The parent company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints directors and supervisors [2][3] - Directors and senior management of subsidiaries have specific responsibilities, including compliance with laws and reporting to the parent company [2][3] Group 3: Personnel and Assessment Management - The parent company assesses the performance of subsidiary leaders based on asset scale and economic benefits [5] - Subsidiaries must submit annual performance reports to the parent company [5] - Personnel management systems must be established and reported to the parent company [5] Group 4: Financial Management - Subsidiaries must obtain approval for annual budgets and business plans from the parent company [6] - A unified accounting system is to be implemented, with monthly and quarterly financial reports submitted to the parent company [6][7] - Subsidiaries are prohibited from concealing income and profits [7] Group 5: Operational Decision Management - Subsidiaries' operational plans must align with the parent company's overall strategy [8] - Major transactions require prior reporting to the parent company and must be approved before implementation [8][9] Group 6: Guarantee and Investment Management - Subsidiaries cannot provide external guarantees without the parent company's approval [9] - Investment decisions must follow a structured process, including feasibility studies and project evaluations [9] Group 7: Information Disclosure Management - Subsidiaries must adhere to the parent company's information disclosure policies and ensure timely reporting of information [10][11] Group 8: Audit Supervision - Subsidiaries are subject to regular audits by the parent company and must cooperate fully [11] - Audit content includes economic efficiency, major contracts, and responsibility audits [11] Group 9: Miscellaneous - The management system is subject to national laws and regulations, and the board of directors holds the interpretation rights [12]

Core Viewpoint - The article outlines the external guarantee management system of Ningbo Keli Sensor Technology Co., Ltd, aiming to standardize guarantee behaviors, protect investors' rights, and ensure financial safety for the company [2][3]. Summary by Sections General Principles - The system is established to regulate the company's external guarantee activities, ensuring compliance with relevant laws and protecting investor interests [2]. - The term "subsidiary" refers to companies under the actual control of Ningbo Keli [2]. - Guarantees include various forms such as loan guarantees and commercial acceptance bills [2]. - Any guarantee must be approved by the board of directors or shareholders' meeting [2]. Approval and Disclosure of Guarantees - Applications for guarantees must be submitted to the finance department, which will review and forward them for approval [8]. - Guarantees require written resolutions from the board or shareholders [9]. - The board must document voting results, especially for related party guarantees [4][5]. Contract Review and Establishment - Guarantees must be formalized through contracts that comply with legal standards [14][15]. - The signatory must have the board's approval and cannot exceed authorized amounts [16][17]. Risk Management - The finance department is responsible for reviewing applications, managing guarantee processes, and monitoring the financial status of the guaranteed parties [22][23]. - If a guaranteed party fails to meet obligations, the company must initiate recovery procedures [29][30]. Responsibilities of Related Personnel - Directors and relevant personnel are accountable for unauthorized guarantees that cause company losses [42][43]. - Violations of laws or internal regulations may lead to penalties or disciplinary actions [44]. Miscellaneous - The system takes effect upon approval by the shareholders' meeting and will be updated in accordance with new laws or regulations [45][46]. - The board of directors is responsible for interpreting the system [47].

宁波柯力传感科技股份有限公司 信息披露管理制度 第一章 总则 第一条 为规范宁波柯力传感科技股份有限公司（以下简称"公司"或"本 公司"）及相关信息披露义务人的信息披露行为，加强信息披露事务管理，切实保 护公司、股东、债权人及其他利益相关人员的合法权益，根据《中华人民共和 国公司法》《中华人民共和国证券法》（以下简称"《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》（以下简称"《上市规则》"）以及 《公司章程》的有关规定，特制定本管理制度。 第二条 本制度所称"信息"是指所有对公司证券及其衍生品种交易价格已 经或可能产生重大影响或影响投资者作出价值判断和投资决策的信息以及证券监 管部门要求披露的信息；本制度中的"披露"是指在规定的时间内、通过指定的 媒体、以规定的方式向社会公众公布；"及时"是指起算日起或者触及披露时点 的两个交易日内。 第三条 本制度所称"信息披露义务人"，是指公司及公司董事、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 证券监督管理委员会（以下简称"中国证 ...