General Principles - The external guarantee management system aims to protect investors' rights, regulate external guarantee behavior, and prevent risks associated with external guarantees [1][2] - External guarantees must be approved by the board of directors or the shareholders' meeting [1][2] - Company directors and senior management are responsible for managing and controlling debt risks arising from guarantees [1][2] Principles of External Guarantees - External guarantees should adhere to the principles of legality, prudence, mutual benefit, and safety, with strict control over guarantee risks [2] - Independent directors must provide special explanations and independent opinions on the status of external guarantees in the annual report [2] Approval Process for External Guarantees - The highest decision-making body for external guarantees is the shareholders' meeting, with the board of directors exercising decision-making authority based on the company's articles of association [6][7] - Guarantees exceeding certain thresholds, such as 30% of total assets or 10% of net assets, require shareholders' meeting approval [6][7] Risk Assessment and Documentation - The board of directors must assess the creditworthiness of the debtor and analyze the benefits and risks before approving guarantees [4][5] - Documentation for guarantee applications must include financial reports, credit analysis, and any potential legal issues [4][5] Management of External Guarantees - The finance department is responsible for conducting credit investigations, managing guarantee procedures, and monitoring the repayment status of guaranteed debts [9][10] - The company must maintain proper documentation and regularly verify the status of guarantees with relevant institutions [10][11] Information Disclosure - The company is obligated to disclose external guarantee information in accordance with regulatory requirements, including total guarantee amounts and their relation to audited net assets [12][13] - Any department involved in guarantees must report relevant information to the board of directors and ensure timely disclosure [12][13] Responsibilities of Personnel - Company personnel must strictly adhere to the external guarantee management system, with penalties for violations or negligence leading to losses [14][15] - Individuals who exceed their authority in signing guarantee contracts may face disciplinary actions [14][15]
博通集成: 博通集成对外担保管理制度