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Insider information insider registration and management system

Shanghai Stock Exchange
2025/10/30

Document No.: SUC/NM-01 Version: A2 Beijing Secoside Technology Co., Ltd.

(Deliberated and approved at the fourth meeting of the fourth board of directors)

Chapter 1 General Provisions

Article 1 In order to regulate the management of inside information of Beijing Secoside Technology Co., Ltd. (hereinafter referred to as the "Company"), strengthen the confidentiality of inside information, maintain the fairness of the company's information disclosure, and protect the legitimate rights and interests of investors, in accordance with the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law"), "Measures for the Administration of Information Disclosure of Listed Companies", "Regulatory Guidelines for Listed Companies No. 5 - Registration and Management System for Insiders of Listed Companies' Insider Information" and "Self-Discipline Supervision Guidelines for Companies Listed on the Science and Technology Innovation Board of the Shanghai Stock Exchange" No. 1 - Standardized Operations" and other relevant laws and regulations and the "Articles of Association of Beijing Secoside Technology Co., Ltd." (hereinafter referred to as the "Articles of Association") and other relevant provisions, this system is formulated based on the actual situation of the company.

Article 2 This system applies to all departments, branches, wholly-owned subsidiaries, holding subsidiaries and joint-stock companies over which the company can exert significant influence.

Chapter 2 Inside Information and Scope of Insiders of Inside Information

Article 3 Insider information as used in this system refers to information that has not yet been made public but involves the company's operations and finance or has a significant impact on the market price of the company's stocks and derivatives transactions.

Article 4 The major events listed below belong to inside information, including:

(1) Major changes in the company’s business policy and business scope;

(2) The company's major investment behavior, the company's purchase and sale of major assets within one year exceeds 30% of the company's total assets, or the mortgage, pledge, sale or scrapping of the company's main assets for business operations exceeds 30% of the assets at one time;

(3) The company enters into important contracts, provides major guarantees or engages in related transactions, which may have a significant impact on the company's assets, liabilities, equity and operating results;

(4) The company incurs major debts and fails to pay off major debts that are due;

(5) The company suffers significant losses or losses;

Document Number: SUC/NM-01 Version: A2

(6) Major changes in the external conditions of the company’s production and operation;

(7) The company’s directors and general manager change, and the chairman or general manager is unable to perform their duties;

(8) There are major changes in the situation in which shareholders or actual controllers holding more than 5% of the company's shares hold shares or control the company, and there are major changes in the situation in which the company's actual controllers and other companies they control engage in the same or similar business as the company;

(9) The company's plans for dividend distribution and capital increase, important changes in the company's equity structure, the company's decisions on capital reduction, merger, division, dissolution and filing for bankruptcy, or entering bankruptcy proceedings in accordance with the law or being ordered to close down;

(10) Major lawsuits and arbitrations involving the company, resolutions of the shareholders’ meeting and the board of directors are revoked or declared invalid in accordance with the law;

(11) The company is investigated for suspected crimes in accordance with the law, and the company's controlling shareholders, actual controllers, directors, and senior managers are suspected of committing crimes and compulsory measures are taken according to law;

Article 5 The so-called insiders of insider information in this system include but are not limited to:

(1) The company and its directors and senior managers;

(2) Shareholders holding more than 5% of the company’s shares and their directors, supervisors, and senior managers, the company’s actual controllers and their directors, supervisors, and senior managers;

(3) Companies controlled or actually controlled by the company and their directors, supervisors and senior managers;

(4) Persons who can obtain relevant inside information of the company due to their positions in the company or business dealings with the company;

(5) Company acquirers or major asset transaction parties and their controlling shareholders, actual controllers, directors, supervisors and senior managers;

(6) Relevant personnel of securities trading venues, securities companies, securities registration and clearing institutions, and securities service institutions who can obtain inside information due to their positions and work;

(7) Staff members of securities regulatory agencies who have access to inside information due to their duties and work;

(8) Staff members of relevant competent departments and regulatory agencies who are able to obtain inside information due to their legal responsibilities to manage the issuance and trading of securities or the management of companies and their acquisitions and major asset transactions;

(9) Other persons who can obtain inside information as specified by the China Securities Regulatory Commission and the Shanghai Stock Exchange. Document Number: SUC/NM-01 Version: A2

Chapter 3 Registration and filing of insiders of inside information

Article 6 Division of management responsibilities for insiders of inside information:

(1) Insider information

Insiders of insider information shall actively cooperate with the company in reporting insider information, fill in relevant information truthfully, accurately and completely, and submit insider files to the company in a timely manner.

(2) Board of Directors

The board of directors shall promptly register and submit the files of insiders to ensure the authenticity, accuracy and completeness of the files of insiders, and notify all insiders of the relevant laws and regulations regarding insiders.

(3) Chairman and Secretary of the Board of Directors

The chairman is the main person responsible for the management of inside information; the secretary to the board of directors is responsible for the registration and submission of insider information of the company; the company shall issue a written commitment when submitting the files of insiders and memorandums on the progress of major events to ensure that the information and contents of insiders are true, accurate and complete, and the chairman and the secretary of the board of directors shall sign a written confirmation.

(4) Board of Directors Office

The office of the company's board of directors is responsible for the daily management of the company's insider registration. It should assist in the registration of insiders in the circulation of inside information that it is aware of, and compile the insider files of relevant parties.

(5) Various departments and subsidiaries of the company

The principal persons in charge of the company's departments, branches, wholly-owned subsidiaries, holding subsidiaries and joint-stock companies over which the company has significant influence shall actively cooperate with the company in the registration and filing of insiders of insider information, and promptly inform the company of the situation of insiders of inside information and changes in relevant insiders of inside information.

(6) The company’s shareholders, actual controllers, related parties, securities service institutions, etc.

  1. When a company's shareholders, actual controllers and their related parties study and initiate major matters involving the company, or when other matters that have a significant impact on the company's securities trading prices occur, they should fill in the unit's insider information file.

Document Number: SUC/NM-01 Version: A2

  1. Securities companies and securities service institutions that accept entrustment to carry out relevant business and the entrusted matter has a significant impact on the company's securities trading price should fill in the agency's insider information file. Sponsors, financial consultants, law firms and other securities service institutions should clearly inform insiders of the relevant reporting regulations and corresponding legal responsibilities, urge and assist companies to verify the authenticity, accuracy and completeness of insider files and major event process memoranda, and complete submissions in a timely manner.

  2. The acquirer, the counterparty to a major asset reorganization transaction, and other initiators of matters involving the company that have a significant impact on the company's securities trading price should complete the unit's insider information files.

(7) The above-mentioned entities shall ensure that the insider information files are true, accurate and complete, and deliver the inside information insider files to the company in stages according to the progress of the matter. The complete inside information insider files shall be delivered no later than the time when the inside information is publicly disclosed. Insider information insider files should be filled in in accordance with prescribed requirements and confirmed by insider information insiders.

Article 7 Contents of insider registration:

(1) Registration of insider information files

  1. Before inside information is publicly disclosed in accordance with the law, the company shall fill in the company's insider information files in accordance with regulations, and promptly record the list of insiders in the stages of negotiation and planning, argumentation and consultation, contract conclusion, and reporting, transmission, preparation, resolution, disclosure, etc., as well as the time, location, basis, method, content and other information of knowing the inside information. Insiders of inside information should confirm it.

The above-mentioned time of knowing the inside information refers to the first time when the insider knows or should know the inside information. Methods for obtaining inside information include but are not limited to interviews, phone calls, faxes, written reports, emails, etc.

  1. If personnel of the administrative department come into contact with the company’s inside information, they should complete the registration work in accordance with the requirements of the relevant administrative department. If a company needs to regularly submit information to relevant administrative departments in accordance with relevant laws, regulations and policy requirements before disclosure, provided there are no major changes in the reporting department or content, it can be regarded as the same inside information matter, and the name of the administrative department should be registered in the same form, and the time for reporting information should continue to be registered.

Except for the above circumstances, when the transfer of inside information involves the administrative department, the company shall register the name of the administrative department, the reason for contact with the inside information and the time when it became aware of the inside information in the insider file on a one-by-one basis.

Document Number: SUC/NM-01 Version: A2

(2) Memorandum on the registration process of major events

When a company carries out major events such as acquisitions, major asset reorganizations, issuance of securities, mergers, divisions, spin-offs and listings, repurchases of shares, etc., or discloses matters that may have a significant impact on the market price of the company's stocks and its derivatives, in addition to filling in the company's insider files in accordance with regulations, it must also prepare a memorandum on the progress of major events, including but not limited to the time of each key point in the planning and decision-making process, the list of people participating in the planning and decision-making, the planning and decision-making methods, etc.

The company should urge the relevant personnel involved in the memorandum on the progress of major events to sign and confirm on the memorandum on the progress of major events. Relevant entities such as the company's shareholders, actual controllers and their related parties should cooperate in preparing a process memorandum of major events.

The memorandum on the progress of major events should record every specific link and progress of major events, including the time, location, participating institutions and personnel of program demonstration, contact and negotiation, formation of relevant intentions, making relevant resolutions, signing relevant agreements, performing approval procedures, etc.

Article 8 Contents reported by insiders of inside information:

(1) Submission matters

If a company encounters any of the following events, it shall submit insider information to the Shanghai Stock Exchange: 1. Major asset reorganization;

  1. A high proportion of shares transferred;

  2. Changes in equity that lead to changes in the actual controller or the largest shareholder;

  3. Tender offer;

5.Issue securities;

  1. Merger and division;

  2. Repurchase shares;

  3. Other matters required by the China Securities Regulatory Commission and the Shanghai Stock Exchange that may have a significant impact on the market price of the company's stocks and their derivatives.

(2) Submission personnel

The company shall, in accordance with the scope of insider information stipulated in this system and based on the actual diffusion of inside information Document Number: SUC/NM-01 Version: A2, truly, accurately and completely fill in the insider information file and submit it to the Shanghai Stock Exchange. If the company occurs the matters listed in Article 8 (1), the insiders of the reported inside information should at least include the following persons:

  1. The company and its directors and senior managers;

  2. The company’s controlling shareholder, largest shareholder, actual controller, and its directors, supervisors and senior management;

  3. The company’s acquirer or major asset transaction party and its controlling shareholders, actual controllers, directors, supervisors and senior executives; 4. Proposal shareholders of relevant matters and their directors, supervisors and senior executives;

  4. Relevant professional institutions and their legal representatives and managers that provide services for this matter and participate in the consultation, formulation, demonstration and other aspects of this plan;

  5. The administrative departments and their handling personnel that have received the information submitted by the company;

  6. Spouses, children and parents of the natural persons listed in items 1 to 6 above;

  7. Other persons who know inside information directly or indirectly, as well as their spouses, children and parents.

(3) Submission requirements

  1. The company shall, within 5 trading days after the first public disclosure of the inside information in accordance with the law, submit the insider information file and major event progress memorandum to the Shanghai Stock Exchange through the "Company Business Management System" of the Shanghai Stock Exchange. After the initial filing, if the scope of insiders of inside information changes, the company shall make additional filings in a timely manner.

The company discloses the relevant content in the memorandum on the progress of major events in accordance with the requirements of the Shanghai Stock Exchange. After the company discloses major matters, if relevant matters change significantly, the company shall promptly submit additional insider information files and major event progress memorandums.

  1. When a company plans a major asset reorganization (including issuing shares to purchase assets), it must submit an insider file to the Shanghai Stock Exchange when it first discloses the reorganization. The first disclosure of reorganization matters refers to the earliest time of first disclosure of planning for reorganization, disclosure of reorganization plan, or disclosure of reorganization report.

If the company makes major adjustments to the reorganization plan or terminates the reorganization between the first disclosure of the reorganization matter and the disclosure of the reorganization report, or if the company first discloses the reorganization matter without disclosing the main financial indicators, estimated values, proposed pricing and other important elements of the subject assets, it shall supplement the disclosure of inside information when disclosing major changes in the reorganization plan or disclosing important elements. Document No.: SUC/NM-01 Version: A2

Lover Files.

If the company's stock trading fluctuates abnormally after the company first discloses the restructuring matter, the company shall update the insider information file in accordance with the requirements of the Shanghai Stock Exchange.

Article 9 The company shall promptly supplement and improve the files of insiders of inside information and the memorandum of information on the progress of major events. Insider information files and major event process memorandums shall be kept for at least 10 years from the date of recording (including supplements and improvements). The Beijing Securities Regulatory Bureau of the China Securities Regulatory Commission and the Shanghai Stock Exchange can access insider files and major event process memos.

Article 10 The procedures for registration and filing of insiders of inside information are as follows:

(1) When inside information occurs, the insider who knows the information should inform the company's board secretary or the board of directors office as soon as possible. The secretary of the board of directors or the office of the board of directors shall promptly notify relevant insiders of confidentiality obligations and responsibilities for breach of confidentiality regulations by signing a "Notification Letter to Insider Information" and other necessary means, and control the transmission of inside information and the scope of insiders in accordance with the provisions of relevant laws, regulations and normative documents;

(2) The board of directors office should immediately organize relevant insider information insiders to fill in the "Insider Information Insider Registration Form", "Major Matters Process Memorandum" and other relevant records, and the insider information insiders should confirm;

(3) The board of directors office shall verify that the registration information of insiders is correct and submit it to the board secretary for review, and the board secretary shall report to the Shanghai Stock Exchange in accordance with regulations.

Article 11 The approval procedures for the transfer of company inside information are as follows:

(1) When inside information needs to be circulated within a department, the insider of the inside information should obtain the consent of the department head;

(2) If inside information needs to be transferred between various departments of the company, it can only be transferred to other departments after approval by the person in charge of the department that originally held the inside information and the person in charge of the department where the inside information flows out, and it should be filed in the office of the board of directors;

(3) The company's provision of inside information to the outside world must be reviewed and approved by the person in charge of the department that originally held the inside information, the person in charge of the department where the inside information flows out, and the secretary of the board of directors, and it must be filed in the office of the board of directors;

(4) In the process of transmitting inside information, the insider shall inform the board of directors office of the list of persons for the next step in transmitting the inside information, and shall also inform the person who will submit the next step of the inside information to the board of directors. Document No.: SUC/NM-01 Version: A2

If the insider fails to register in time in the next step, the relevant responsibilities will be borne jointly by the insider and the insider in the next step.

Chapter 4 Confidential Management of Insider Information

Article 12 Insiders of insider information have an obligation to keep the information confidential before it is made public. They are not allowed to leak, transmit, report, or make explicit or implicit explanations in any form without authorization. They are also not allowed to buy or sell company stocks, leak inside information, or recommend others to buy or sell company stocks.

Article 13 The company and its directors, senior managers and other insiders of inside information shall control the number of insiders to the minimum before information disclosure, and designated persons shall be designated to submit and keep important information documents.

Article 14 Before the inside information has been publicly disclosed, the company’s shareholders and actual controllers shall not abuse their shareholder rights or dominant position to require the company and its directors, supervisors, and senior managers to provide them with inside information.

Chapter 5 Accountability

Article 15 For insiders who violate this system and leak inside information without authorization, the company's board of directors will, depending on the seriousness of the case and the losses and impact caused to the company, punish the relevant responsible persons in accordance with the provisions of the "Employee Handbook" and other company management systems; and may pursue their legal liability in accordance with laws, regulations and normative documents; if a crime is constituted, they will be transferred to the judicial authorities to investigate their criminal liability in accordance with the law, and the results of self-examination and punishment will be reported to the China Securities Regulatory Commission and the Shanghai Stock Exchange.

Article 16 If a person who is not an insider of the company’s internal information violates this system and causes serious consequences in society, the company will request the China Securities Regulatory Commission, Shanghai Stock Exchange and other competent authorities to impose corresponding penalties; if it causes heavy losses to the company, legal proceedings will be filed. If it constitutes a crime, it will be handed over to judicial authorities for handling.

Article 17 If sponsors, securities service agencies and other personnel who issue special documents to fulfill the company's information disclosure obligations, shareholders or potential shareholders holding more than 5% of the company's shares, the company's actual controllers or other related parties disclose company information without authorization and cause losses to the company, the company reserves the right to pursue their liability.

Article 18 The company shall conduct self-examination on the trading of the company's securities by insiders in accordance with the regulations of the China Securities Regulatory Commission and the Shanghai Stock Exchange. If it is discovered that an insider of insider information conducts insider trading, leaks insider information, or advises others to conduct transactions, the company shall verify and hold the relevant personnel accountable in accordance with its insider information insider registration and management system, and report the relevant situation and processing results to the Beijing Securities Regulatory Bureau of the China Securities Regulatory Commission and the Shanghai Stock Exchange within 2 working days.

Chapter 6 Supplementary Provisions

Article 19 Matters not covered by this system or inconsistent with laws, administrative regulations, other relevant normative documents and the Articles of Association shall be governed by the relevant national laws, administrative regulations, normative documents and the Articles of Association.

Article 20 The company’s board of directors is responsible for interpreting this system.

Article 21 This system shall take effect and be implemented from the date of review and approval by the board of directors, and the same shall apply when it is modified.

Beijing Secohid Technology Co., Ltd. October 28, 2025

Attachments:

  1. Insider information insider registration form

  2. Process memorandum on major events

  3. Notice to insiders of inside information

  4. Commitment regarding insider files