The eastern wind is full of spring, and the mountains and rivers are full of grand plans
——Oriental Pearl implements the new securities law and strengthens investor protection
With the promulgation of the new "Securities Law" and its official implementation on March 1, 2020, it marks another crucial step in my country's capital market on the road to marketization and the rule of law. After the revision of the law, the legal basis for ensuring the healthy and efficient operation of the capital market will be further consolidated, and the market ecology will also undergo profound changes.
At the end of 2019, the "Action Plan for Promoting the Improvement of the Quality of Listed Companies" issued by the China Securities Regulatory Commission emphasized "four combinations": first, the combination of endogenous development of enterprises and external promotion guarantees, highlighting the first responsibility of listed companies, and enriching the supply of external systems; The second is to optimize the combination of increments and the adjustment of the stock, and to control the entrance and exit; the third is to solve the outstanding problems and build a long-term mechanism, based on the present, focusing on the long-term; the fourth is to combine the supervision standard with coordinated promotion, do a good job in precise supervision, strengthen Policy coordination to promote the formation of a strong synergy.
For listed companies, bear in mind the "four awes" and strictly adhere to the "four bottom lines". As the first and main responsibility for improving the quality of listed companies, Oriental Pearl continues to improve its quality from the following aspects:
1. Raise awareness, especially the key minority of major shareholders and directors, supervisors, and senior executives, to establish a principled stand for standardizing governance
When a company goes public and becomes a public company, it must act in accordance with the rules of the capital market and operate in an open and transparent manner. The four awes of "respect the market, the rule of law, the profession, and the investors" proposed by Chairman Yi Huiman should constitute the core principles and positions of our listed company.
Strengthening the company's management's awareness of compliance is also effective in protecting investors' right to know. The company's board office collected and compiled relevant interpretation materials of the new "Securities Law", submitted it to the company's directors and supervisors for study, and read out the important points of the company's executives at the company's president office meeting. Focused on the rules on the daily performance of executives of listed companies and reminded them to pay attention.
The scope of applicable objects for short-term trading has been expanded to the spouses, parents and children of directors, supervisors and senior executives. Key interpretations and reminders are made, and prohibited trading behaviors such as short-term trading and insider information trading are repeatedly emphasized and reminded, and directors, supervisors and senior management are strengthened. Personnel's learning and understanding of relevant concepts.
The new "Securities Law" has greatly strengthened the punishment for violations of laws and regulations, which is also a key reminder of the company's directors, supervisors and senior executives.
At the same time, during the window period before the disclosure of each periodic report, the Office of the Board of Directors will issue a "Window Period Reminder Letter" to the major shareholders holding more than 5% of the company's shares, the company's directors, supervisors, and senior management personnel, emphasizing the requirements to be followed during the window period. Rules, such as the prohibition of inside information trading, the prohibition of buying and selling company stocks during the window period, and the prohibition of divulging the company's operating conditions and main business data information through various types of channels during the window period. For the departing directors, supervisors and senior executives, they also fully reminded that their personal holdings of listed company stocks can only be reduced within half a year after leaving office.
2. Improve the quality of listed companies and strengthen the standardized governance of listed companies
Listed companies must consciously abide by various regulatory rules of the regulatory authorities, operate in compliance, and firmly adhere to the four bottom lines of "not disclosing false information, not engaging in insider trading, not manipulating stock prices, and not harming the interests of listed companies". Personnel must earnestly study and abide by the bottom line.
Pearl Oriental strictly abides by the securities regulatory rules of the China Securities Regulatory Commission and the laws, regulations and industry norms of the Shanghai Stock Exchange, continuously improves the corporate governance structure, standardizes the company's operation and management process, and has established a "" At the same time, a governance mechanism of incentive mechanism, supervision and check and balance mechanism has been formed. It has achieved a management structure with clear rights and responsibilities, each performing its own duties, mutual coordination, effective checks and balances, scientific decision-making, and standardized operation.
The company has comprehensively strengthened system construction, introduced and revised a number of systems throughout the year, covering administration, finance, human resources, investment, technology, content, safety and legal affairs, etc., and basically established the Oriental Pearl rules and regulations system to provide talent allocation, exchange and development. A clearer path and an optimized salary structure will not only enhance the market competitiveness of core talent salary, but also strictly control labor costs.
In terms of sorting out internal systems, following the promulgation of the new "Securities Law" and the introduction of relevant guidelines from the China Securities Regulatory Commission and the Exchange, the company started to formulate the "Internal Information Reporting Management System" and its applicable reporting form templates at the end of 2019. On April 28, 2020, it was reviewed and approved by the eighth meeting of the ninth board of directors of the company. Up to now, it has successively revised, formulated and disclosed the "Information Disclosure Affairs Management System", "Inside Information Insider Registration Management System", "External Information User Management System", "Investor Relations Management System" and "Internal Information Reporting Management System". The company's intranet is linked to the network, and the OA is issued and circulated. While strengthening the system construction, it also strengthens the understanding of relevant rules and regulations in daily work communication with relevant responsible persons and docking personnel, so as to better implement and promote the implementation of the system.
In 2019, Pearl Oriental held a total of 2 general meetings of shareholders, and prepared to hold 8 meetings of the board of directors and 6 meetings of the board of supervisors. The meeting preparation, meeting notice, meeting convening, meeting resolutions, and meeting materials arrangement and preservation of each meeting are in line with the regulations of standardized operation. Directors, supervisors and senior management carefully reviewed and fully discussed the meeting content and formed effective resolutions. .
In order to promote the good operation and sustainable development of the company, the company nominates and selects members of the highest governance body and its committees based on the principles of openness, fairness and publicity, and uses effective internal control to ensure the company's stable and standardized operation.
3. Strengthening information disclosure and protection of investors' right to know
1. Strengthen information disclosure
The company strictly follows the relevant requirements of the company's listing rules and relevant laws and regulations, and constantly improves the modern corporate governance structure composed of the shareholders' meeting, the board of directors, the board of supervisors and the management, and forms checks and balances among the power organs, decision-making organs, supervisory organs and management. mechanism. Continuously improve the company's information disclosure management system and improve the level of corporate governance. Oriental Pearl Information Disclosure Suspension and Exemption Business Management System” and other information disclosure and insider information confidentiality related systems. The company issued a total of 75 announcements throughout the year, disclosing information in a true, accurate, complete and timely manner to fully protect investors' right to know.
2. Strengthen investor communication
In 2019, the company actively carried out investor relations management affairs, and improved the company's communication, reception and service mechanism for investors. The company continuously strengthens the system construction and attaches great importance to the communication and interaction with investors. Through special posts, it actively answers investor hotlines, checks and responds to investor emails, receives visiting investors, and answers investor questions. Through on-site communication, telephone, fax, Open and transparent communication with investors through the Internet and other means. The company actively receives various researches, participates in strategy meetings organized by major institutions, and actively communicates with investors; organizes investor exchange activities to enhance interaction and communication with investors.
In 2019, a total of 687 investor surveys were received, with a total number of 1,052 people, including 523 online surveys and 164 offline surveys. Throughout the year, it answered and responded to more than 2,300 calls from investors; browsed and responded to more than 100 emails from investors.
In order to further strengthen the interaction and communication with investors, the company participated in the "2019 Group Reception Day for Investors of Listed Companies in Shanghai" jointly organized by Shanghai Association of Listed Companies and Shanghai Stock Exchange Information Network Co., Ltd. on September 26, 2019. The management of the company actively communicated with investors on corporate governance, development strategies, operating conditions, financing plans, equity incentives and sustainable development and other issues of concern to investors through online communication, and answered 43 questions from investors.
4. Continue to maintain a high percentage of dividends and reward investors
Since the company's reorganization in 2015, Pearl Oriental has been actively rewarding investors, allowing investors to share corporate value, and implementing profit distribution every year and gradually increasing it. The total amount of cash dividends has reached 4.275 billion yuan, and the average annual dividend amount has increased by 184% compared with that before the reorganization.
V. Continue to release social responsibility reports
The social responsibility report of a listed company is a report that reflects the environmental responsibility, social responsibility and corporate governance responsibility of the listed company. The company has disclosed social responsibility reports for four consecutive years, showing the various efforts made by Oriental Pearl on the government, shareholders, customers, partners, employees, communities, environment and other aspects from the aspects of market performance, social performance, environmental performance, etc., fully It reflects Oriental Pearl's responsibility to practice its own development, industry development and social development as a leading company in the industry.
Facing the future, Oriental Pearl Tower will continue to strive to improve the level of corporate governance, improve the quality of the company, implement the new Securities Law to strengthen investor protection, adhere to the unification of social benefits and economic benefits, and enhance the ability to perform social responsibilities. Make more contributions to the sustainable development of society, economy, environment and industry!