Core Points - The document outlines the financing and external guarantee management system of Xiamen Yanjing New Materials Co., Ltd, aiming to regulate financing and guarantee activities, control risks, and protect financial security and investor rights [1][2] - The financing refers to indirect financing from financial institutions, while external guarantees include providing guarantees for others, including subsidiaries [1][2] - The system emphasizes principles of prudence, equality, mutual benefit, voluntariness, and integrity in financing and guarantees [2] Financing Approval Process - The finance department is responsible for managing financing applications, which must be reviewed and approved according to specified authority levels based on the company's audited financial status [7][8] - Approval limits are set based on the company's asset-liability ratio, with different thresholds for financing amounts requiring approval from the general manager, chairman, or board of directors [8][9] - Applications for financing must include comprehensive details such as the financial institution's name, amount, term, and intended use of funds [9][10] External Guarantee Conditions - Before providing guarantees, the company must assess the creditworthiness of the guaranteed party and analyze the associated risks and benefits [11][12] - Guarantees must be backed by counter-guarantees from parties with actual capacity to fulfill obligations [12][13] - Certain guarantees require board approval and may need shareholder approval if they exceed specified thresholds related to the company's net assets [14][15] Risk Management and Execution - The finance department is tasked with the daily management of financing and guarantees, ensuring compliance with approval processes and timely reporting of contracts [19][20] - The company must monitor the financial status of guaranteed parties and take necessary actions if repayment capabilities deteriorate [26][27] - Any changes to the main debt contracts must be decided by the board regarding the continuation of guarantee responsibilities [11] Information Disclosure - The company is required to disclose relevant information regarding financing and guarantees in accordance with legal and regulatory requirements [28][29] - The board secretary is responsible for ensuring timely submission of documents related to financing and guarantees [29] Responsibilities of Personnel - All directors must strictly review financing and guarantee matters according to the established system and bear joint liability for any losses due to violations [30][31] - Management personnel who exceed their authority in approving financing or guarantees may face legal consequences for any resulting losses [31][32]
延江股份: 《融资与对外担保管理制度》(2025年7月修订)