国盾量子: 对外投资管理制度

Core Points - The document outlines the internal control and management system for external investments of the company, aiming to prevent errors, fraud, and risks during the investment process [1][2] - It defines external investments as activities aimed at obtaining future returns through various forms of assets, excluding routine operational transactions [2][3] - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and the general manager's office, with specific approval thresholds based on financial metrics [4][5] Group 1: Investment Definition and Scope - External investments are defined as activities involving monetary funds, securities, equity, debt, physical assets, or intangible assets for future returns [1][2] - The scope of this system applies to the company and its wholly-owned or controlling subsidiaries [2] Group 2: Basic Principles - Investments must comply with national laws and regulations and align with the company's long-term development plans [3] - The principle of prioritizing benefits is emphasized [3] Group 3: Decision-Making and Approval - Investments exceeding 50% of the company's audited total assets or 50% of annual audited revenue over 50 million yuan require board and shareholder approval [5][6] - Investments above 5% of total assets or 10% of annual revenue over 1 million yuan require board approval [6] Group 4: Implementation of Investments - Investment budgets are part of the annual comprehensive budget and require approval [7] - The investment management department conducts preliminary evaluations and feasibility analyses for investment projects [7][8] Group 5: Post-Investment Management - Post-investment management includes governance participation, dynamic monitoring, and providing value-added services to invested companies [9][10] - The financial management department tracks the progress and safety of entrusted financial management projects [10] Group 6: Exit Mechanism - Exit strategies for equity investments include transfer, repurchase, and liquidation, while entrusted financial management can exit through redemption or transfer [11] - Exit management procedures mirror those of investment approval [11] Group 7: Supervision and Accountability - The audit and supervision department is responsible for establishing mechanisms to monitor external investments and report findings to the board [12] - The company reserves the right to pursue civil or criminal liability against individuals causing losses through non-compliance or fraudulent activities [12]