ST智云: 控股子公司管理制度

General Principles - The company establishes a system to enhance the management of its subsidiaries, ensuring their operation is standardized, efficient, and orderly, thereby promoting healthy development and improving overall asset operation quality [1][2] - The system applies to subsidiaries where the company holds more than 50% of the shares or can control the board of directors [1] Management and Supervision - The company maintains an equal legal relationship with its subsidiaries, exercising shareholder rights such as asset income, major decision participation, and management selection [2][3] - Subsidiaries must provide timely, complete, and accurate information regarding their performance and financial status to facilitate informed decision-making by the company's board [3][4] Personnel Management - The company appoints or recommends directors, supervisors, and senior management for its subsidiaries, ensuring compliance with the subsidiaries' approval procedures [4][5] - Directors and senior management of subsidiaries must adhere to legal obligations and company regulations, avoiding conflicts of interest and ensuring the protection of company interests [6][7] Financial Management - Subsidiaries are required to follow the company's unified financial management policies and report financial statements in accordance with company requirements [8][9] - Financial reports submitted by subsidiaries must include various financial documents such as income statements, balance sheets, and cash flow statements [9][10] Operational Decision-Making - The operational and development plans of subsidiaries must align with the company's overall strategy and objectives [10][11] - Subsidiaries must establish decision-making procedures for investment projects, ensuring thorough evaluation and risk management before proceeding with external investments [11][12] Information Management - Major events occurring in subsidiaries are treated as significant events for the company, necessitating compliance with information disclosure regulations [12][13] - The chairman or executive director of a subsidiary is responsible for providing information, with specific departments designated for managing information disclosure [13][14] Internal Audit and Supervision - The company's audit department conducts regular audits of subsidiaries to ensure compliance with financial and operational regulations [14][15] - Subsidiaries must cooperate with audits and implement corrective actions based on audit findings [15][16] Assessment and Accountability - The company oversees and guides subsidiaries based on internal control systems, holding them accountable for any failures that result in losses [16][17] - Subsidiaries are encouraged to establish their own assessment and reward systems to motivate staff and ensure fair competition [17]