证券日报网讯东利机械（301298）7月30日在互动平台回答投资者提问时表示，公司主营产品是汽车零 部件，公司与机器人制造相关的企业目前没有取得合作。公司的生产线属于柔性生产线，只要符合公司 加工能力和技术要求的产品公司都可以加工。 ...

Core Viewpoint - The company, Dongli Machinery, focuses primarily on automotive parts and has not established partnerships with robotics manufacturing companies, despite the growing interest in industrial robots and humanoid robots in the industry [1][3]. Group 1: Company Operations - Dongli Machinery's main products are automotive components [1]. - The company's production line is flexible, allowing for the processing of any products that meet its processing capabilities and technical requirements [1]. - The company is open to considering suggestions but remains focused on its core business in the automotive parts sector [1]. Group 2: Industry Context - There has been significant development in the application of industrial robots, particularly with the proliferation of humanoid robots, which has greatly advanced the industry [3]. - An investor inquired about potential collaborations with robotics manufacturing companies and the capability of the company's flexible production line to meet the needs of robot component production [3].

Core Viewpoint - The document outlines the external guarantee management system of Baoding Dongli Machinery Manufacturing Co., Ltd, aiming to regulate external guarantee behaviors, control operational risks, and comply with relevant laws and regulations [1][2]. Summary by Sections General Principles - The external guarantee refers to the company providing guarantees for debts owed by third parties, including forms such as guarantees, mortgages, and pledges [1]. - The decision-making bodies for external guarantees are the shareholders' meeting and the board of directors, requiring approval for all external guarantee actions [2]. Regulations for External Guarantees - External guarantees must undergo a multi-layered review process involving the finance director and relevant departments for initial review and daily management [2]. - Subsidiaries are prohibited from providing external guarantees without company approval, and must notify the company of any decisions made by their own boards [2][3]. - Guarantees must require counter-guarantees from the other party, with assets such as land and property, and must comply with legal registration requirements [2]. Approval Process - Certain guarantees require board approval and subsequent shareholder meeting approval if they exceed specific thresholds, such as 10% of the latest audited net assets for a single guarantee or 50% for total guarantees [3][4]. - The board must approve guarantees involving related parties, and shareholders with conflicts of interest must abstain from voting [4][5]. Application and Review Procedures - The finance department is responsible for receiving and reviewing guarantee applications, which must include detailed financial and operational information about the applicant [8][10]. - The board of directors must carefully assess the risks associated with guarantees and may seek external evaluations if necessary [10]. Daily Management and Risk Control - Written contracts must be established for all guarantees, and the finance department is responsible for ongoing management and monitoring of the financial health of the guaranteed parties [10][11]. - Any significant adverse changes in the financial situation of the guaranteed party must be reported to the board promptly [10]. Legal Responsibilities - All directors are required to adhere to the established procedures for reviewing guarantees and may be held liable for any losses resulting from violations [11][12]. - The document stipulates that any unapproved guarantees or breaches of duty by management will lead to accountability for the responsible parties [12].

Core Viewpoint - The document outlines the selection and appointment procedures for accounting firms by Baoding Dongli Machinery Manufacturing Co., Ltd, emphasizing the importance of maintaining shareholder interests and ensuring the quality of financial information [1][2]. Group 1: Selection Process - The selection of accounting firms must be approved by the Board of Directors and the shareholders' meeting, ensuring no interference from controlling shareholders before these approvals [2][3]. - The Audit Committee is responsible for proposing the selection of accounting firms and overseeing the audit process, including establishing policies and evaluating proposals [3][4]. Group 2: Quality Requirements - Selected accounting firms must possess independent legal status, relevant qualifications, and a good record of professional ethics and audit quality [2][5]. - The Audit Committee must maintain vigilance regarding changes in accounting firms, especially concerning quality issues or significant fee changes [4][5]. Group 3: Appointment Procedures - The selection process should involve competitive negotiations, public bidding, or invited bidding to ensure fairness and transparency [4][5]. - The selected accounting firm can be retained for a maximum of eight years, with the possibility of renewal upon approval from the Board and shareholders [5][6]. Group 4: Evaluation and Reporting - The Audit Committee must evaluate the performance of the accounting firm annually and report to the Board [3][12]. - Any significant changes in audit fees or the need for a change in the accounting firm must be disclosed in the financial reports [8][9]. Group 5: Termination and Replacement - The company must replace the accounting firm if there are significant quality defects or if the firm cannot meet reporting deadlines [10][11]. - The Audit Committee is responsible for investigating the reasons for any termination and must follow proper procedures for appointing a new firm [10][11].

Core Viewpoint - The document outlines the financial assistance management system of Baoding Dongli Machinery Manufacturing Co., Ltd, aiming to standardize external financial assistance practices, mitigate financial risks, enhance corporate governance, and improve information disclosure quality [1][2]. Chapter 1: General Principles - The system is established to regulate the company's external financial assistance activities, ensuring compliance with relevant laws and regulations [1]. - External financial assistance includes both paid and unpaid funding provided by the company and its subsidiaries, with specific exceptions outlined [1][2]. Chapter 2: Approval Authority and Procedures - Financial assistance must be reviewed by the finance department and approved by the board of directors or shareholders' meeting, with a requirement for two-thirds majority approval [6][7]. - Certain conditions necessitate submission to the shareholders' meeting for approval, particularly when the assistance amount exceeds 10% of the company's latest audited net assets [3][4]. Chapter 3: Information Disclosure - The company must disclose key details about financial assistance, including the nature of the assistance, the recipient's basic information, risk prevention measures, and the board's assessment of the recipient's repayment ability [5][6]. - Disclosure is required if the recipient fails to repay on time or faces financial difficulties [6][7]. Chapter 4: Responsibilities and Division of Labor - The finance department is responsible for the daily management of financial assistance, including assessing the recipient's financial health and ensuring compliance with the approval process [16][18]. - The internal audit department oversees the compliance of financial assistance activities, ensuring the safety and integrity of funds [18]. Chapter 5: Accountability - The company will hold individuals accountable for any violations of the financial assistance regulations that result in losses or negative impacts [10]. Chapter 6: Supplementary Provisions - The document specifies that any unaddressed matters will be governed by national laws and regulations, and the board of directors is responsible for the formulation, interpretation, and revision of the system [12].

Core Viewpoint - The document outlines the management system for entrusted financial management by Baoding Dongli Machinery Manufacturing Co., Ltd. and its wholly-owned subsidiaries, aiming to regulate operations, control risks, and enhance investment returns while safeguarding the interests of the company and its shareholders [1]. Group 1: General Principles - The entrusted financial management is defined as the act of utilizing idle funds and raised funds to increase cash asset returns by entrusting professional financial institutions for investment and management [1][2]. - The management principles include "standardized operation, risk prevention, cautious investment, and value preservation and appreciation," prioritizing the normal operation and development of the company's main business [2]. Group 2: Approval and Execution Procedures - Any entrusted financial management activities by subsidiaries must be reported to the company for approval, and no activities can be conducted without such approval [2]. - The approval process for using idle self-owned funds for entrusted financial management requires board approval if the amount exceeds 10% of the latest audited net assets and is over 10 million RMB [3]. - If the amount exceeds 50% of the latest audited net assets and is over 50 million RMB, it must also be submitted for shareholder meeting approval [3]. Group 3: Risk Management and Supervision - The company must ensure that the financial products are issued by qualified institutions with good credit and financial status, and a written contract must be signed to clarify the rights and obligations of both parties [2][3]. - The capital department is responsible for feasibility analysis, risk assessment, and monitoring the execution of entrusted financial management activities [5][6]. Group 4: Accounting and Disclosure - Upon completion of entrusted financial management, the company must obtain investment proof and timely record it, ensuring compliance with accounting standards [8]. - The securities department is responsible for disclosing information related to entrusted financial management in accordance with relevant laws and regulations [10][11].

General Provisions - The purpose of the work guidelines is to improve the corporate governance structure of Baoding Dongli Machinery Manufacturing Co., Ltd. and to standardize the behavior of the general manager [1] - The company has one general manager, nominated by the chairman and appointed or dismissed by the board of directors [1][2] - The general manager's term is three years, and they may be reappointed [2] Responsibilities and Authority of the General Manager - The general manager is responsible to the board of directors and has the authority to manage the company's operations, implement board resolutions, and report on work progress [3][4] - The general manager can propose the appointment or dismissal of vice presidents and financial officers, and has the authority to hire or fire other management personnel [4] General Manager Office Meetings - The general manager office meetings are convened by the general manager or a designated vice president, with participation from senior management [5] - These meetings focus on reviewing work reports, discussing proposals for the board, and addressing major operational issues [5][6] Daily Management Procedures - The general manager oversees the implementation of investment plans, including project selection and feasibility studies, which must be approved by the board [6][7] - The company follows a public bidding system for engineering projects, with the general manager responsible for organizing the bidding process [7] Reporting System - The general manager must submit monthly and quarterly reports to the board, detailing significant departmental matters and economic activity analysis [8] Responsibilities and Obligations of the General Manager - The general manager must adhere to laws and regulations, act in the best interest of the company and shareholders, and avoid conflicts of interest [9][10] - The general manager is required to report any criminal or civil litigation and significant changes in the company's operational environment to the board [10]

Core Viewpoint - The document outlines the external information management system of Baoding Dongli Machinery Manufacturing Co., Ltd., emphasizing the importance of confidentiality and compliance with relevant laws and regulations regarding the disclosure of significant information [1][2][3]. Group 1: Information Disclosure Management - The company establishes a structured approach for external information reporting, with the board of directors as the highest management authority [2]. - The company defines "information" as any undisclosed data that could impact stock prices or investment decisions, including periodic reports and significant events [2][3]. - Confidentiality obligations are imposed on directors and senior management during the preparation of periodic reports and significant events, prohibiting any form of disclosure before official announcements [3][4]. Group 2: Confidentiality and Insider Information - The company requires that any external parties receiving undisclosed significant information must sign confidentiality agreements to prevent unauthorized disclosure [3][4]. - A reminder is issued to external units regarding their responsibilities to maintain confidentiality and the consequences of violating these obligations [4][5]. - The company maintains a registry of individuals who have access to insider information, ensuring compliance with legal requirements [5][6]. Group 3: Accountability and Enforcement - The company enforces strict penalties for internal and external parties who violate the information disclosure regulations, including potential legal action for economic damages [6][7]. - The document specifies that any leaks of significant information must be reported immediately to the Shenzhen Stock Exchange [6][7]. - The company reserves the right to amend the information management system in accordance with changes in laws and regulations [8][9].

Core Viewpoint - The company has established a long-term mechanism to prevent the controlling shareholder and other related parties from occupying its funds, ensuring compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The company aims to strictly prevent non-operating fund occupation by controlling shareholders and related parties, focusing on building a long-term mechanism [2]. - The company is prohibited from providing funds, assets, or resources to controlling shareholders and related parties through various means, including prepayment of expenses [2][3]. - Any related transactions must adhere to the decision-making procedures outlined in the relevant regulations [3]. Group 2: Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation, with the chairman being the primary responsible person [3][4]. - The finance department is tasked with implementing measures to prevent fund occupation and must regularly report on the situation [4][5]. - The audit department is responsible for daily supervision and must report any irregularities regarding fund occupation [5]. Group 3: Accountability and Penalties - Controlling shareholders and related parties who violate the regulations will bear compensation responsibilities for any losses incurred [6][7]. - Directors and senior management who approve unauthorized fund occupation will face serious violations and may be held jointly liable for losses [7][8]. - The company will impose administrative and economic penalties on responsible individuals for any non-operating fund occupation that negatively impacts the company [8].

Core Points - The document outlines the rules for the shareholders' meeting of Baoding Dongli Machinery Manufacturing Co., Ltd, aiming to standardize procedures and protect shareholders' rights [1][2][3] - The shareholders' meeting is the highest authority and decision-making body of the company, which must operate within the legal framework established by the Company Law and the company's articles of association [3][4] - Shareholders have the right to attend or appoint proxies to attend the meeting, and they must comply with relevant laws and regulations [2][3] Group 1 - The rules apply to the convening, proposing, notifying, and conducting of shareholders' meetings, binding all shareholders, directors, and management [1][2] - The board of directors is responsible for convening the shareholders' meeting in a timely manner, ensuring its legality and efficiency [1][3] - The company must hold an annual shareholders' meeting within six months after the end of the previous fiscal year [3][4] Group 2 - The company must report to the China Securities Regulatory Commission and the Shenzhen Stock Exchange if it cannot hold the annual or temporary shareholders' meeting within the specified time [4][5] - The meeting can be held at the company's registered address or another location determined by the board of directors, with provisions for online voting to facilitate participation [4][5] - Legal opinions will be sought on the legality of the meeting's procedures and the qualifications of attendees [5][6] Group 3 - Shareholders holding more than 10% of the company's shares can request a temporary shareholders' meeting, and the board must respond within ten days [6][8] - The board must provide necessary support for meetings convened by the audit committee or shareholders, including access to the shareholder register [9][10] - Proposals for the meeting must be within the scope of the shareholders' meeting authority and comply with legal and regulatory requirements [20][21] Group 4 - The notice for the annual meeting must be sent at least 20 days in advance, while temporary meetings require a 15-day notice [11][12] - The notice must include details such as the meeting time, location, agenda, and the rights of shareholders to attend and vote [12][13] - Voting can be conducted through various methods, including online platforms, to enhance accessibility for shareholders [21][22] Group 5 - The shareholders' meeting decisions can be classified into ordinary and special resolutions, with different voting thresholds required for each [46][47] - Ordinary resolutions require a simple majority, while special resolutions require at least two-thirds of the votes [46][48] - The company must ensure that the voting process is transparent and that results are disclosed promptly [67][68]