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奥特维: 《无锡奥特维科技股份有限公司子公司管理制度》(2025年6月修订)

Core Points - The document outlines the management system for subsidiaries of Wuxi Autowei Technology Co., Ltd, aiming to strengthen internal control, promote standardized operations, and protect investors' rights [1][2] - It defines the types of subsidiaries, including wholly-owned, controlling, and affiliated subsidiaries, and establishes the company's rights and obligations regarding these entities [1][2][3] Group 1: General Principles - The management system is established based on the Company Law of the People's Republic of China and the company's articles of association [1] - Subsidiaries are required to operate independently while adhering to the company's overall strategic goals and regulations [2][3] Group 2: Operational Norms - Subsidiaries must establish a governance structure and internal management systems in compliance with relevant laws [5][6] - The company has the right to appoint directors and supervisors to subsidiaries, ensuring oversight and compliance with company policies [3][4] Group 3: Personnel Management - The company appoints or recommends personnel to subsidiaries based on investment ratios or agreements, with responsibilities outlined for these roles [13][14] - Personnel must adhere to legal obligations and maintain the company's interests, with penalties for violations [17][16] Group 4: Financial Management - Subsidiaries must prepare annual budgets and business plans for company approval, ensuring alignment with overall corporate strategy [27][28] - A unified accounting system is mandated, with subsidiaries required to submit financial reports and undergo audits [28][29] Group 5: Audit and Supervision - The company's internal audit system applies to subsidiaries, with regular audits to assess economic efficiency and compliance [34][35] - Subsidiaries must cooperate with audits and implement recommendations promptly [36] Group 6: Major Information Reporting - Subsidiaries are obligated to report significant events and transactions that may impact the company's stock price, following established disclosure protocols [37][38] - Major decisions, such as investments and asset sales, require prior approval from the company's board [38][39] Group 7: Management of Affiliated Subsidiaries - Management of affiliated subsidiaries is conducted through appointed personnel, ensuring compliance with reporting obligations [43][44] - Affiliated subsidiaries must provide regular operational and financial updates to the company [45] Group 8: Administrative and Record Management - Subsidiaries must establish administrative regulations in line with the company's policies and maintain proper documentation [46][47] - Important documents must be securely stored and updated as necessary [48][49] Group 9: Assessment and Rewards - Subsidiaries can develop their own assessment and reward systems, subject to company approval, to motivate staff [51][52] - Penalties are imposed for failure to fulfill responsibilities that negatively impact the company [16][15]