云天励飞: 对外投资管理制度

Core Viewpoint - The document outlines the external investment management system of Shenzhen Yuntian Lifei Technology Co., Ltd., emphasizing the need for compliance with relevant laws and regulations while ensuring effective risk control and resource allocation in investment activities [1][2]. Group 1: General Principles - The external investment management should align with the company's development strategy, optimize resource allocation, and create good economic benefits [2]. - Investments involving raised funds must comply with the company's articles of association and fundraising management system [2]. - Related party transactions in external investments must adhere to the company's articles of association and related transaction decision-making system [2]. Group 2: Approval Authority - The company implements a professional management and hierarchical approval system for external investments [3]. - Certain investment matters must be submitted to the board of directors for review and timely disclosure if they meet specified thresholds, such as asset total exceeding 10% of the latest audited total assets [3][4]. - Investment matters requiring shareholder approval include those where the asset total exceeds 50% of the latest audited total assets [4]. Group 3: Organizational Management - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and general manager, each operating within their authority [5]. - The board's strategic committee is responsible for evaluating major investment projects, including feasibility and risk assessments [5]. - The capital department manages external investments, including project evaluation and post-implementation assessment [5]. Group 4: Investment Management - After approval, authorized departments or personnel implement the investment plan and must not pay investment funds or transfer assets before signing contracts [6]. - The company may send representatives to the invested entity for tracking management and must report any anomalies to the chairman or general manager [6]. - Periodic management and evaluation of investment projects are required, with reports submitted to the general manager and board of directors [6]. Group 5: Disposal of Investments - The company may dispose of investments under specific circumstances, such as the investment project reaching its operational term or facing bankruptcy [7]. - The capital department leads the analysis and justification for any proposed disposals, ensuring compliance with legal regulations [7]. - The approval authority for disposing of investments is the same as for implementing investments [7]. Group 6: Information Disclosure - The company must fulfill information disclosure obligations according to relevant laws and internal regulations regarding external investments [8]. - All personnel with knowledge of undisclosed investment matters are bound by confidentiality obligations [8]. - Subsidiaries must provide accurate and timely information to the company for compliance with disclosure requirements [8].