广誉远: 广誉远中药股份有限公司担保管理办法（2025年5月修订）

Core Viewpoint - The article outlines the guarantee management measures of Guo Yu Yuan Traditional Chinese Medicine Co., Ltd., aiming to standardize guarantee behaviors, improve processes, and minimize risks associated with guarantees. Group 1: General Principles - The purpose of the management measures is to regulate the guarantee behaviors of the company and its subsidiaries, ensuring compliance with relevant laws and regulations [1] - Guarantees are defined as legal measures to ensure contract performance and protect creditors' interests, including methods such as guarantees, mortgages, and pledges [1] - The management measures apply to the listed company, wholly-owned subsidiaries, and controlling companies, with reference for joint ventures [1] Group 2: Guarantee Scope and Principles - The company is permitted to provide guarantees only for financing activities and primarily through guarantees, prohibiting guarantees for other operational debts [1][2] - Guarantees must adhere to principles of legality, clarity of responsibility, limited liability, and credit assessment [2] Group 3: Guarantee Authority and Procedures - The company can only provide guarantees for wholly-owned and controlling enterprises, and for joint ventures based on equity ratios [2][3] - Any guarantee actions by subsidiaries must be reported to the listed company following internal decision-making processes [3] - All guarantee matters require counter-guarantees from other shareholders or the guaranteed entity [3] Group 4: Responsibilities and Management - The Finance Management Department is responsible for reviewing the financial status of guaranteed entities and submitting guarantee proposals [4] - The Legal Department oversees the legal aspects of guarantee contracts and ensures compliance with laws [4] - The Finance Management Department must file relevant documents within five working days after signing guarantee contracts [4] Group 5: Guarantee Conditions and Approval Process - Companies applying for guarantees must meet specific conditions, including good credit and stable operations [7] - Guarantees will not be provided under certain circumstances, such as legal non-compliance or unresolved disputes [7] - Guarantee applications must be submitted three months in advance and approved by the board and shareholders [5][6] Group 6: Contract Execution and Risk Management - Guarantee contracts must comply with legal requirements and clearly define obligations and rights [10] - The company will not provide new guarantees if the guaranteed entity fails to repay debts [11] - In case of default, the company will initiate counter-guarantee recovery procedures [12]