Well Lead(SH:603309) Zheng Quan Zhi Xing·2025-07-30 16:25Core Viewpoint - The document outlines the external donation management system of Guangzhou Weili Medical Equipment Co., Ltd, emphasizing the importance of regulating donation activities while safeguarding shareholder interests and promoting social welfare. Group 1: General Principles - The donation system applies to the company, wholly-owned subsidiaries, and controlled subsidiaries [1] - External donations refer to the voluntary and gratuitous transfer of legally disposable assets to individuals or organizations for public welfare purposes unrelated to business operations [1] Group 2: Principles of External Donations - Donations must be voluntary and gratuitous, with no expectation of benefits in terms of financing, market access, or other resources that could lead to unfair competition [2] - The company must ensure clear responsibilities, prohibiting employees from making donations in their personal capacity [2] - Donations should be made within the company's financial capacity, avoiding any that could lead to losses or affect normal operations [2] - The company must fulfill its public commitments regarding donations honestly and transparently [2] Group 3: Scope and Types of Donations - The scope of donations includes: - Public welfare donations for education, science, culture, healthcare, sports, environmental protection, and public infrastructure [2] - Relief donations for natural disaster victims or disadvantaged groups [2] - Other donations aimed at promoting humanitarian efforts and social development [2][3] - Beneficiaries of donations must be public welfare organizations, non-profit institutions, or disadvantaged individuals, excluding entities with financial or operational control over the company [3] Group 4: Decision-Making Procedures and Rules - Donations exceeding certain thresholds require board approval: - Donations over 10% of the latest audited total assets or 10% of net assets exceeding 10 million yuan [4] - Donations over 50% of total assets or net assets exceeding 50 million yuan require shareholder approval [4] - Each donation must be accompanied by a formal application detailing the purpose, recipient, method, and value of the donation [4] - The audit department is responsible for supervising and ensuring compliance with the donation management system [4] Group 5: Additional Provisions - The donation management system must align with relevant laws and the company's articles of association [5] - The terms "not exceeding" include the specified number, while "exceeding" does not [5] - The system is effective upon approval by the company's board of directors [5]