北陆药业: 对外担保管理办法

Core Viewpoint - The document outlines the regulations and procedures for Beijing Beilu Pharmaceutical Co., Ltd. regarding external guarantees, aiming to protect investor interests and mitigate risks associated with such guarantees [1][2]. Group 1: General Provisions - The company and its subsidiaries must manage external guarantees uniformly and require board or shareholder approval before providing any guarantees [1][2]. - External guarantees must adhere to principles of legality, prudence, mutual benefit, and safety, with strict risk control measures in place [1][2]. Group 2: Approval Authority and Conditions - The company will only provide guarantees for subsidiaries with independent legal status and sufficient repayment ability, including those under actual control or with significant business relationships [6]. - The total amount of external guarantees cannot exceed 50% of the company's net assets from the most recent audited financial statements [8]. Group 3: Risk Management and Review - The finance department is responsible for reviewing guarantee applications, assessing the creditworthiness of applicants, and ensuring that collateral is adequate [13][14]. - The board of directors must approve guarantees exceeding 10% of the latest audited net assets or total guarantees exceeding 50% of net assets [10][11]. Group 4: Information Disclosure - The company must disclose external guarantee information in accordance with relevant regulations, including details of the board or shareholder resolutions and total guarantee amounts [39][40]. - Any changes in the status of the guaranteed party that may affect repayment capabilities must be reported promptly to ensure compliance with disclosure obligations [42][43]. Group 5: Responsibilities and Penalties - All directors are responsible for managing and controlling the risks associated with external guarantees and may face liability for any violations [46][48]. - The company must establish a regular review system for guarantee activities and take corrective actions for any violations to protect shareholder interests [49][50].