天地源: 天地源股份有限公司投资、融资管理规则

Core Viewpoint - The document outlines the investment and financing management rules of Tiandi Source Co., Ltd, aiming to enhance corporate governance and ensure effective decision-making in investment, financing, and asset management [2][3]. Investment and Financing Principles - The company emphasizes lawful and standardized decision-making and implementation in its investment and financing activities [2]. - Investment activities include acquiring land use rights and real estate projects, while financing encompasses various methods of raising funds [2][3]. Decision-Making Authority and Procedures - Investment decision-making authority is primarily determined by the project investment amount [5]. - The decision-making process involves the board of directors or shareholders' meeting, depending on the investment's significance [5][6]. - Prior to making investment decisions, the president must conduct research on the project's profitability, development prospects, and legal risks, followed by a written report [5][6]. Land Use Rights and Project Acquisition - The company can estimate the total amount for land use rights to be acquired through bidding within the next 12 months and must follow disclosure and review procedures based on this estimate [7][8]. Equity Investment and Financial Management - Equity investments and entrusted financial management require shareholder approval if they meet specific thresholds related to total assets, net assets, or net profits [8][9]. - Investments below these thresholds can be approved by the board of directors [8][9]. Financing Decision Authority - Financing through new stock issuance, bonds, or other equity instruments requires approval from the board and shareholders [9][10]. - Borrowing or fundraising amounts reaching 50% of the company's audited total assets must be approved by the shareholders' meeting [9][10]. External Guarantees and Asset Management - Providing guarantees for other entities requires board or shareholder approval, with specific conditions outlined for such guarantees [10][11]. - Asset purchases and sales must also be approved by the board or shareholders, excluding routine operational transactions [11][12]. Financial Assistance Decision Authority - Financial assistance transactions require approval from a majority of the board and must be disclosed [12][13]. - Specific conditions apply for financial assistance to related parties, ensuring compliance with regulations [12][13].