青岛鼎信通讯股份有限公司 董事和高级管理人员持有公司股份及其变动管理制度 第一章 总则 第一条 为加强青岛鼎信通讯股份有限公司（以下简称"公司"）董事及高级 管理人员所持公司股份及其变动的管理，公司根据《中华人民共和国公司法》 （以下 简称《公司法》） 《中华人民共和国证券法》 （以下简称《证券法》） 《上市公司董事和 高级管理人员所持本公司股份及其变动管理规则》《上市公司股东减持股份管理暂 行办法》 《上海证券交易所股票上市规则》有关法律、法规、规范性文件及《青岛鼎 信通讯股份有限公司章程》（以下简称《公司章程》）的有关规定，结合公司实际情 况，制定本制度。 （四）现任董事和高级管理人员在离任后两个交易日内； 第二条 本制度适用于公司的董事和高级管理人员持有及买卖公司股票的管理。 第三条 公司董事和高级管理人员所持公司股份，是指登记在其名下的所有公 司股份；董事和高级管理人员拥有多个证券账户的，应当按照中国证券登记结算上 海分公司的规定合并为一个账户计算。若董事、高级管理人员从事融资融券交易的， 还包括记载在其信用账户内的公司股份。 第四条 公司董事及高级管理人员在买卖公司股票及其衍生品种前，应知悉《公 司 ...

General Principles - The management system for the shareholding and trading of Shanghai Phoenix Enterprise (Group) Co., Ltd. aims to strengthen the management of shares held by directors and senior management, based on various laws and regulations [1][2] - This system applies to the shares held by directors and senior management, including those held in others' accounts and through margin trading [1][2] Shareholding Change Reporting Management - The company secretary is responsible for managing the identity information and shareholding data of directors and senior management, ensuring timely reporting to regulatory bodies in case of violations [5][6] - Directors and senior management must report their shareholding information and any changes within specified timeframes [6][7] Restrictions on Shareholding Changes - There are specific prohibitions on share transfers for directors and senior management under certain conditions, such as within six months of leaving the company or during investigations [12][13] - Directors and senior management are prohibited from short-selling the company's shares or engaging in derivative trading based on the company's stock [5][12] Regulations on Share Reduction Behavior - Directors and senior management must adhere to commitments regarding shareholding ratios, holding periods, and methods of reduction [15][16] - During their tenure, they can only transfer up to 25% of their total shareholding from the previous year, with exceptions for certain circumstances [16][17] Information Disclosure Management - Prior to trading, directors and senior management must notify the company secretary of their trading plans, who will verify compliance with disclosure requirements [20][21] - Any share reduction must comply with legal and regulatory disclosure obligations, ensuring the information is truthful and complete [21][22] Accountability - Directors and senior management who violate the trading regulations may face penalties from regulatory bodies and potential internal disciplinary actions [30][31] - The company is responsible for ensuring compliance with the established management system and may take action against those who cause losses through violations [30][31]

Core Viewpoint - The document outlines the management system for the shareholding and trading behavior of directors and senior management at Suzhou Hesheng New Materials Co., Ltd, ensuring compliance with relevant laws and regulations [1][2][3]. Group 1: General Provisions - The system is established to regulate the trading of company shares by directors and senior management, based on various laws including the Company Law and Securities Law [1]. - Directors and senior management must comply with the system, which includes shares held in their name and those held through others [1][2]. Group 2: Information Reporting and Disclosure - Directors and senior management are required to report their personal and family information to the Shenzhen Stock Exchange and the China Securities Depository and Clearing Corporation within specified timeframes [2][4]. - Any changes in shareholding must be reported within two trading days, including details such as the number of shares before and after the change [2][3]. Group 3: Shareholding Management - Directors and senior management must notify the board secretary of their trading plans before executing trades, allowing for risk assessment [3][4]. - There are restrictions on the transfer of shares, including a limit of 25% of total shares held that can be transferred in a year, with exceptions for certain circumstances [5][6]. Group 4: Responsibilities and Penalties - Violations of the regulations may lead to internal disciplinary actions and potential compensation for losses incurred by the company [9][10]. - The document emphasizes the importance of compliance with laws and regulations, with specific penalties outlined for non-compliance [9].