Sunway(SH:603333) Zheng Quan Zhi Xing·2025-05-28 11:31General Principles - The purpose of the system is to protect investors' rights, regulate external guarantee behaviors, and effectively prevent external guarantee risks based on relevant laws and regulations [1][2] - External guarantees refer to the guarantees provided by the company for others, including guarantees for subsidiaries within the consolidation scope [1] Examination of Guaranteed Objects - The company can provide guarantees for entities with independent legal status that meet specific conditions, such as mutual guarantee units needed for business, units with important business relationships, and subsidiaries within the consolidation scope [2] - If an applicant does not meet the specified conditions but is deemed necessary for business development with low risk, guarantees can be provided with the approval of two-thirds of the board members or through shareholder meeting approval [2] Approval Procedures for External Guarantees - External guarantees must be reviewed by the board of directors or the shareholders' meeting [3] - Guarantees exceeding 10% of the latest audited net assets or 50% of the total external guarantees require shareholder meeting approval [3][4] - The board of directors must first review external guarantee matters, requiring a majority of directors present to approve [3][4] Management of External Guarantees - The company must sign written guarantee and counter-guarantee contracts that comply with legal requirements [5] - The finance department is responsible for conducting credit investigations, handling guarantee procedures, and monitoring the financial status of guaranteed entities [5][8] - If a guaranteed entity shows signs of financial distress, the company must take necessary measures to control risks [9] Information Disclosure of External Guarantees - The company must disclose external guarantee situations according to stock exchange rules and relevant regulations [10] - Timely disclosure is required if a guaranteed entity fails to fulfill repayment obligations or faces bankruptcy [10] Responsibilities of Responsible Persons - Strict adherence to the system is required for providing external guarantees, with penalties for violations based on the severity of the situation [11][12] - Individuals who exceed their authority in signing guarantee contracts will be held accountable [11]