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柏诚股份: 重大投资决策管理制度(2025年6月修订)

Core Viewpoint - The document outlines the major investment decision management system of Baicheng System Technology Co., Ltd., aiming to establish a structured decision-making mechanism to ensure rational, scientific, and effective company decisions while maximizing shareholder interests and mitigating investment risks [1][2]. Investment Principles - The company’s investments should adhere to the principles of legality, prudence, safety, and effectiveness, focusing on risk control and investment efficiency, in alignment with national industrial policies and the company's operational development strategy [1]. Decision-Making Structure - The company implements a layered decision-making system involving the shareholders' meeting, board of directors, and general manager, with subsidiaries lacking authority for external investment decisions [1][2]. Major Investment Criteria - Major investments include transactions outside daily operations, with specific criteria for board approval based on asset totals, net asset amounts, revenue, and profit percentages, all exceeding defined thresholds [1][4]. Approval Process - Investment projects undergo a structured approval process starting from departmental reports to the general manager, followed by board review and potential shareholder approval, ensuring thorough evaluation and oversight [2][5]. Types of Investments - The document specifies various types of investments, including asset purchases or sales, external investments, financial assistance, guarantees, and management of assets, among others [3]. Shareholder Meeting Authority - Certain significant investments require shareholder meeting approval, particularly those involving substantial asset totals or profits that exceed specified limits [4]. Project Implementation and Management - The general manager oversees the implementation of internal investment projects, while external capital investments are organized by the board, ensuring compliance with legal and regulatory standards [5][6]. Monitoring and Evaluation - A reporting system is established for project progress, with evaluations conducted post-completion to assess project effectiveness and adherence to initial plans [6][7]. Final Provisions - The document stipulates that any matters not covered will adhere to national laws and the company's articles of association, with the board responsible for interpretation [9].