浙江永强: 子公司管理制度

Core Viewpoint - The document outlines the management and operational guidelines for Zhejiang Yongqiang Group Co., Ltd. and its subsidiaries, emphasizing the importance of governance, financial management, and compliance with legal regulations to protect the interests of the company and its investors [1][2]. Group 1: General Principles - The company aims to strengthen the management control of its subsidiaries to ensure their orderly operation and protect the rights of investors [1]. - Subsidiaries are defined as independent legal entities established by the company, including wholly-owned and controlling subsidiaries [1][2]. - The relationship between the company and its subsidiaries is based on equal legal status, with the company holding shareholder rights and responsibilities for guidance and supervision [2]. Group 2: Governance and Management - The company appoints all directors, supervisors, and senior management of wholly-owned subsidiaries, while for controlling subsidiaries, the company aims to have a majority representation on the board [3]. - Directors and senior management of subsidiaries are responsible for compliance with laws and regulations, ensuring the execution of the company's strategic decisions, and reporting significant matters to the parent company [4][5]. Group 3: Financial Management - Subsidiaries must adhere to the company's financial policies and accounting standards, with financial operations managed by the company's finance department [5][6]. - Subsidiaries are required to prepare consolidated financial statements and submit accounting reports for audit by external auditors appointed by the company [5][6]. Group 4: Operational Decision-Making - Subsidiaries must align their operational plans with the company's overall strategy and ensure that investment decisions are made through a structured process [6][7]. - Major investment activities require prior approval from the company, and subsidiaries are prohibited from engaging in high-risk financial activities without consent [7][8]. Group 5: Information Disclosure - Subsidiaries are responsible for timely and accurate reporting of significant information that may impact the company's stock price, adhering to established disclosure protocols [8][9]. - The legal representative of each subsidiary is accountable for information management, ensuring compliance with internal reporting requirements [8][9]. Group 6: Internal Audit and Supervision - The company conducts regular audits of its subsidiaries to ensure compliance with laws and internal regulations, with the audit department overseeing this process [10][11]. - Subsidiaries must cooperate with audits and provide necessary documentation, ensuring the integrity of the audit process [10][11]. Group 7: Miscellaneous Provisions - The document stipulates that any unresolved issues or conflicts with existing laws and regulations will defer to those legal standards [12]. - The board of directors holds the authority for interpreting and amending these guidelines, which take effect upon approval [12].