Core Points - The company has established a comprehensive external guarantee management system to regulate its guarantee behavior and control operational risks [1][2][3] - The decision-making bodies for external guarantees are the shareholders' meeting and the board of directors, requiring approval before any guarantees can be provided [1][2][3] - The company must disclose external guarantee matters promptly after board approval, with specific thresholds for shareholder approval based on the amount of the guarantee relative to the company's audited net assets [2][3][4] Summary by Sections General Provisions - The external guarantee refers to the company and its subsidiaries providing guarantees based on the principles of fairness, voluntariness, and mutual benefit [1] - The system is applicable to the company and its controlling subsidiaries [1] Approval Authority for External Guarantees - External guarantees must be approved by the board of directors and disclosed in a timely manner [2] - Specific conditions require shareholder meeting approval, such as guarantees exceeding 10% of the latest audited net assets or total guarantees exceeding 50% of the latest audited net assets [2][3] Related Party Guarantees - Guarantees provided to related parties must be approved by a majority of non-related directors and require shareholder meeting approval regardless of the amount [3] - If a related party is involved, they must provide counter-guarantees [3] Guarantee Application and Review Procedures - The investment and financing management department is responsible for receiving and reviewing guarantee applications, ensuring the creditworthiness of the guaranteed party [12][13] - The board secretary must conduct compliance reviews within three working days of receiving the application [15] Guarantee Contracts and Counter-Guarantee Contracts - Written contracts must be established for external guarantees, detailing the rights, obligations, and liabilities of all parties involved [19][20] - The investment and financing management department must manage and maintain all related documentation accurately [9][24] Daily Management and Risk Control of Guarantees - The investment and financing management department is tasked with the daily management of guarantees, including monitoring the financial status of guaranteed parties [25][26] - The company must take prompt action if a guaranteed party fails to meet their debt obligations [27] Disclosure of Guarantee Information - The company is required to disclose external guarantee information in accordance with relevant regulations and company bylaws [28][29] - Timely disclosure is mandated if a guaranteed party defaults or faces insolvency [32] Accountability - Violations of the guarantee management system may result in disciplinary actions against responsible individuals [34][35] - The company holds the right to pursue compensation for losses incurred due to unauthorized guarantees [36][37]
豪鹏科技: 对外担保管理制度