STEP(SZ:002527) Zheng Quan Zhi Xing·2025-06-25 18:07Core Viewpoint - The document outlines the external guarantee management system of Shanghai New Times Electric Co., Ltd., aiming to standardize external guarantee behavior, mitigate risks, and protect the company's assets and investors' rights [1]. Group 1: General Principles - The external guarantee management system applies to the company and its subsidiaries, including wholly-owned and controlled subsidiaries [1][2]. - External guarantees refer to the company providing guarantees, asset pledges, and other forms of security for other entities or individuals, including guarantees for subsidiaries [1][2]. - The company must manage external guarantees uniformly, requiring board or shareholder approval before providing any guarantees [2][5]. Group 2: Guarantee Management - The company can provide guarantees to entities with independent legal status and strong debt repayment capabilities under specific conditions, such as mutual guarantee needs or significant business relationships [9]. - Guarantees for subsidiaries must be accompanied by equal guarantees or counter-guarantees from other shareholders based on their investment ratios [10]. - The board must analyze the credit status and risks associated with the guarantee before approval, ensuring thorough due diligence on the applicant's financial health and business relationships [12][13]. Group 3: Approval and Disclosure - Guarantees exceeding 10% of the company's latest audited net assets or 50% of total assets require shareholder approval [22]. - The board must ensure that any related party guarantees are reviewed and approved by independent directors before submission to the board [20][25]. - The company must disclose any guarantees provided, especially those exceeding specified thresholds or involving related parties [22][29]. Group 4: Risk Management - The finance department is responsible for daily management of guarantees, including tracking the financial status of guaranteed entities and ensuring compliance with contractual obligations [36][39]. - In case of default or significant changes in the guarantee contract, the finance department must notify the board and initiate recovery procedures [40][41]. - The company may hire external professionals to assess the risks associated with guarantees to inform board decisions [26]. Group 5: Responsibilities and Accountability - Company directors and senior management are held accountable for unauthorized guarantees that harm the company's interests [43]. - The finance department must conduct credit investigations and manage documentation related to guarantees [17]. - Any economic losses resulting from guarantees must be mitigated, and responsible parties may face consequences based on the severity of the situation [45].