天准科技: 对外担保管理制度

Core Points - The company has established a comprehensive external guarantee management system to regulate its guarantee behavior and control operational risks [1][2][3] - The company emphasizes the importance of legality, prudence, mutual benefit, and safety in providing external guarantees [2][3] - The company requires counterparties to provide counter-guarantees, especially when guarantees are provided to controlling shareholders or related parties [2][3] Section 1: Guarantee Management - The company can provide guarantees to entities with independent legal status that meet specific criteria, including those with strong debt repayment capabilities [7][8] - Guarantees can also be provided to entities not meeting the criteria if deemed necessary for business development, subject to board or shareholder approval [8] - A thorough investigation of the credit status of the guaranteed party is required before deciding on a guarantee [9][10] Section 2: Approval Process - Guarantees exceeding 10% of the company's latest audited net assets or 30% of total assets require board and shareholder approval [18][19] - Related parties must not participate in the voting process for guarantees involving shareholders or controlling parties [19][20] - The company must disclose guarantee information in annual and semi-annual reports [7][12] Section 3: Risk Management - The finance department is responsible for managing guarantee contracts, including registration and cancellation [30][31] - Continuous monitoring of the guaranteed party's financial status is required, with reports submitted to the board [31][32] - If the guaranteed party fails to meet obligations, the company must take necessary remedial actions [10][11] Section 4: Information Disclosure - The company secretary is responsible for disclosing guarantee information, including total guarantees and their proportion to net assets [40][41] - Timely disclosure is required if the guaranteed party fails to fulfill debt obligations or faces bankruptcy [42][43] Section 5: Responsibilities and Penalties - Directors and shareholders who violate approval processes for guarantees may bear joint liability [44][45] - Relevant personnel failing to perform their duties, resulting in company losses, may face penalties [45][46] - Criminal actions by personnel during the guarantee process will be reported to judicial authorities [47]