General Principles - The external guarantee management system of Hefei Huaneng Intelligent Manufacturing Co., Ltd. aims to standardize the management of external guarantees, strictly control debt risks, and protect the rights and interests of the company, shareholders, and other stakeholders [2][3] - External guarantees refer to the guarantees provided by the company for others, including guarantees for controlling subsidiaries, and can take various forms such as guarantees, mortgages, pledges, and atypical guarantees [2] Regulations on External Guarantees - External guarantees must comply with relevant laws and regulations, with a primary goal of controlling debt risks [3] - A multi-level review system is implemented for external guarantees, involving the finance department for initial review and daily management, and the general manager's office for compliance review and information disclosure [3][4] - Guarantees exceeding certain thresholds require board and shareholder approval, including guarantees over 10% of the latest audited net assets or 50% of total assets [4][5] Approval Process - The board must approve guarantees with over two-thirds of directors in attendance, and shareholders with interests in the guarantee must abstain from voting [4][5] - The company must disclose approved guarantees in designated publications, including details of the board or shareholder resolutions and total guarantee amounts [8][9] Application and Review Procedures - Guarantee applications must be submitted at least 15 working days in advance, including repayment plans and collateral proposals [12][13] - The finance department is responsible for verifying the credit status of the applicant and assessing risks before submitting a report to the board [10][11] Daily Management and Risk Control - Written contracts must be established for guarantees, and significant contracts should be reviewed by legal advisors [22][23] - The finance department is tasked with ongoing management and monitoring of the financial status of guaranteed parties, reporting any significant adverse changes [24][25] Legal Responsibilities - All directors must adhere to the management system and relevant laws, bearing joint liability for any losses from improper guarantees [27][28] - Any personnel failing to follow procedures or overstepping authority in signing guarantee contracts may face disciplinary actions [28][29] Implementation and Interpretation - The management system is subject to unified management principles and applies to guarantees by controlling subsidiaries [29][30] - The system becomes effective upon approval by the company's shareholders and is interpreted by the board [30][31]
合锻智能: 合肥合锻智能制造股份有限公司对外担保管理制度(2025年8月修订)