Shenzhen Langke Technology Co., Ltd.
Management System for Shares Held by Directors and Senior Management and Changes Thereof
Chapter 1 General Provisions
Article 1 To strengthen the management of shares held by directors and senior management of Shenzhen Langke Technology Co., Ltd. (hereinafter referred to as the "Company") and their changes, maintain the order of the securities market, and in accordance with the "Company Law of the People's Republic of China" (hereinafter referred to as the "Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as the "Securities Law"), the "Interim Measures for the Management of Share Reduction by Listed Company Shareholders," the "Management Rules for Shares Held by Directors and Senior Management of Listed Companies," the "Rules Governing the Operation of GEM Companies on the Shenzhen Stock Exchange," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 2 – Norms for the Operation of GEM Companies," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 10 – Management of Share Changes," the "Shenzhen Stock Exchange Listed Company Self-Regulatory Supervision Guide No. 18 – Share Reduction by Shareholders, Directors, and Senior Management," and other relevant laws, regulations, and normative documents, as well as the "Articles of Association of Shenzhen Langke Technology Co., Ltd." (hereinafter referred to as the "Articles of Association"), this system is formulated in conjunction with the actual situation of the Company.
Article 2 This system applies to the management of shares held by directors and senior management of the Company and their changes. Shares held by them refer to all shares of the Company registered in their names or held through accounts of others; for margin trading and securities lending transactions, it also includes shares recorded in their margin accounts. If directors and senior management of the Company entrust others to buy or sell the Company's shares, it shall be deemed as their own act, and they shall also comply with this system and fulfill relevant inquiry and reporting obligations.
Article 3 Senior management referred to in this system includes the Company's general manager, deputy general managers, board secretary, financial controller, and other senior management personnel as stipulated in the "Articles of Association."
Article 4 Before trading the Company's shares and their derivative products, directors and senior management of the Company should be aware of the restrictive provisions on share changes and the regulations on insider trading, market manipulation, and other prohibited acts stipulated in the "Company Law," "Securities Law," and other laws, administrative regulations, China Securities Regulatory Commission (CSRC) rules, normative documents, and stock exchange rules, and shall not engage in illegal and irregular transactions.
Chapter 2 Declaration of Trading Company Shares
Article 5 If directors and senior management of the Company plan to buy or sell the Company's shares and their derivative products, they shall, before trading the Company's shares, notify the board secretary in writing of their trading plan. The board secretary shall review the progress of the Company's information disclosure and major matters. If the trading activity may violate laws, regulations, relevant stock exchange rules, or the "Articles of Association," the board secretary shall promptly notify the relevant directors and senior management in writing.
Article 6 If the Company issues shares, implements equity incentives, or for other reasons, imposes additional conditions on the transfer price, performance assessment, or lock-up period for directors and senior management transferring their shares in the Company, the Company shall, when handling the share change registration or exercise procedures, apply to the Shenzhen Stock Exchange, and China Securities Registration and Settlement Co., Ltd. Shenzhen Branch (hereinafter referred to as "ChinaClear Shenzhen Branch") shall register the shares held by the relevant personnel as restricted shares.