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National Small and Medium Enterprise Stock Transfer System Template for Temporary Announcement of Stock Directed Issue

Article 1 In order to regulate the directional issuance of stocks by companies listed on the National Equities Exchange and Quotations System (hereinafter referred to as the National Equity Exchange System) and companies applying for listing (hereinafter collectively referred to as the issuer) and protect the legitimate rights and interests of investors, in accordance with the "Company Law" Laws, regulations and departmental rules such as the Measures for the Supervision and Administration of Non-listed Public Companies (hereinafter referred to as the “Measures for Public Companies”), the “Interim Measures for the Administration of the National Small and Medium-sized Enterprise Share Transfer System Co., Ltd.”, etc., formulate these rules. 　　 Article 2 The directional issuance of stocks as stipulated in these rules refers to the issuance of stocks by the issuer to specific targets that meet the requirements of the Public Company Measures. 　　 During the issuance process, the issuer can recommend stocks to specific targets. 　　 Article 3 After the issuer has issued a private offering, if the total number of shareholders does not exceed 200, the National Small and Medium-sized Enterprise Share Transfer System Co., Ltd. (hereinafter referred to as the National Share Transfer Company) shall conduct self-discipline review. 　　 If the issuer has more than 200 shareholders after the directional issuance, it shall report to the China Securities Regulatory Commission (hereinafter referred to as the China Securities Regulatory Commission) for approval after obtaining the self-regulatory opinions issued by the National Equity Exchange Corporation. 　　 Article 4 The information disclosed by the issuer for a targeted offering shall be true, accurate and complete, and there shall be no false records, misleading statements or major omissions. The issuer’s directors, supervisors, and senior managers shall perform their duties faithfully and diligently, and ensure that the issuer discloses information in a timely and fair manner, and that the information disclosed is true, accurate, and complete. The issuer and its controlling shareholders, actual controllers, directors, supervisors, and senior managers shall provide timely, true, accurate and complete information to the lead securities firm, law firm, accounting firm, and other securities service agencies, and fully cooperate with relevant agencies Due diligence and other related work. The issuer’s controlling shareholders, actual controllers, directors, supervisors, senior managers, issuers, and other information disclosure obligors shall provide the issuer with true, accurate and complete information in a timely manner in accordance with relevant regulations, and fully cooperate with the issuer in fulfilling the information The disclosure obligation shall not require or assist the issuer to conceal information that should be disclosed. 　　 Article 5 The lead securities firm shall conduct a comprehensive review of the issuer’s information disclosure documents and application documents, independently make professional judgments, and be responsible for the authenticity, accuracy and completeness of the targeted offering statement and the documents issued by it. 　　 Law firms, accounting firms and other securities service institutions shall prudently perform their duties, make professional judgments, and be responsible for the contents related to their professional duties and the authenticity, accuracy and completeness of the documents issued by the directional issuance prospectus. Article 6 The issuer’s controlling shareholders, actual controllers, directors, supervisors, and senior management personnel, the sponsoring securities firms, law firms, accounting firms, other securities service agencies and their related personnel shall abide by relevant laws, regulations, departmental rules, Regulatory documents and business rules of the National Equity Exchange System, diligently and conscientiously, must not use targeted issuance to seek illegitimate benefits, and prohibit disclosure of inside information, use of inside information for stock trading, or manipulation of stock trading prices. 　　Article 7 The National Equities Exchange and Quotations Company conducts self-discipline review of relevant documents related to directional issuance, and requires the issuer and relevant entities to explain, explain or supplementally disclose relevant matters through feedback, inquiries, etc. Article 8 The self-discipline review opinion issued by the National Equity Exchange Corporation on the directional issuance does not indicate that it guarantees the authenticity, accuracy and completeness of the application documents and information disclosure, nor does it indicate the value of the issuer’s stock investment or the investor’s benefits Make substantive judgments or guarantees. 　　 　　 Chapter II General Provisions 　　 　　 Section 1 Basic Requirements for Issua