美芯晟: 《对外担保管理制度》（2025年修订）

Core Viewpoint - The document outlines the external guarantee management system of Meixinsheng Technology (Beijing) Co., Ltd., aiming to regulate external guarantee behaviors, control risks, and ensure asset safety in compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The external guarantee refers to the guarantees provided by the company for others, including guarantees for its controlling subsidiaries [1]. - External guarantees must be approved by the company's board of directors or shareholders' meeting [1]. - The system applies to the company and its wholly-owned subsidiaries, with controlling subsidiaries required to notify the company of any guarantees made [1]. Group 2: Approval Authority for External Guarantees - Certain guarantee matters must be approved by the shareholders' meeting after being reviewed by the board, including guarantees exceeding 10% of the latest audited net assets and total guarantees exceeding 50% of the latest audited net assets [2]. - Guarantees for shareholders, actual controllers, and their related parties require abstention from voting by the related shareholders [2]. Group 3: Approval Process for External Guarantees - The finance department is responsible for the external guarantee process, including conducting credit analysis and risk assessment of the guaranteed entities [3][4]. - Guarantees must be submitted to the board for approval after the finance department's written report [4]. - The board must carefully analyze the financial and operational status of the guaranteed party before making a decision [4]. Group 4: Management of Guarantee Contracts - Approved guarantee projects must have written contracts that comply with relevant laws, specifying the scope of debt, guarantee responsibilities, and duration [5]. - The company must continuously monitor the situation of the guaranteed party and report regularly to the board [5][6]. Group 5: Information Disclosure - The company must fulfill its information disclosure obligations regarding external guarantees as per legal and regulatory requirements [6]. - Decisions made by the shareholders' meeting or board regarding external guarantees must be announced promptly [6]. Group 6: Accountability - Directors and senior management who violate the approval procedures for guarantee contracts may be liable for damages and face legal consequences if criminal activities are involved [7].