益丰药房: 对外投资管理制度(2025年7月修订)

Core Points - The document outlines the external investment management system of Yifeng Pharmacy Chain Co., Ltd, aiming to strengthen internal controls, standardize investment behavior, and mitigate risks associated with external investments [1][2] - The system is designed to ensure scientific decision-making, standardized operations, and effective investment outcomes [2][3] Group 1: General Principles - External investments are defined as actions taken by the company to allocate resources such as cash, physical assets, and intangible assets to other organizations or individuals for long-term returns [2] - The principles governing external investments include compliance with national laws and regulations, alignment with the company's long-term development strategy, and safeguarding the fundamental interests of the company and its shareholders [4][5] Group 2: Approval Authority - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and the general manager, each with specific approval authority based on the transaction amount relative to the company's audited net assets [6][7] - Transactions below 3% of the latest audited net assets can be decided by the CEO, while those between 3% and 10% require the chairman's approval, and transactions exceeding 10% or 10 million yuan must be approved by the board [8][9] Group 3: Project Evaluation and Management - The company is responsible for conducting feasibility studies and evaluations for external investment projects, considering factors such as business scale, industry, expected returns, and compliance with regulations [20][21] - The financial department manages the financial aspects of external investments, including funding, registration, and compliance with strict borrowing and payment procedures [22][23] Group 4: Execution and Control - After approval, the investment plan must specify funding amounts, methods, and responsible personnel, with any changes requiring further approval [28][29] - The company must ensure that any assets used for investment are evaluated by qualified institutions, and the results must be approved by the relevant decision-making bodies [30] Group 5: Monitoring and Supervision - The company is tasked with tracking the performance of external investments and reporting to the board at least annually for three years post-investment [39] - The internal audit department is responsible for overseeing investment activities, ensuring compliance with approval processes, and verifying the accuracy of financial records related to investments [40][41]