怡合达: 控股子公司管理制度

Core Viewpoint - The document outlines the management and operational guidelines for Dongguan Yihua Automation Co., Ltd. and its subsidiaries, emphasizing the importance of governance, operational efficiency, and risk control to align with the company's strategic development direction [1][2]. Group 1: General Provisions - The company aims to strengthen management control over its subsidiaries to ensure alignment with overall strategic goals and enhance governance and operational efficiency [1]. - The term "controlling subsidiary" refers to companies where the company holds more than 50% of the shares or has actual control [2]. - The guidelines apply to the company and its subsidiaries, with responsibilities assigned to various departments and appointed personnel for effective execution [2]. Group 2: Management of Controlling Subsidiaries - Controlling subsidiaries must improve their governance structure and establish sound internal management systems in accordance with relevant laws [5]. - The company appoints directors, supervisors, and senior management to subsidiaries, with adjustments made as necessary [6]. - Appointed personnel are responsible for implementing the company's operational plans within subsidiaries and must report on operational and financial conditions [7]. Group 3: Financial, Operational, and Investment Decision Management - Controlling subsidiaries must adhere to the company's unified financial management policies and report monthly on operational and financial performance [9][10]. - Subsidiaries are required to develop annual operational plans and reports, aligning with the company's overall development strategy [11]. - Investment decisions must follow established procedures, and subsidiaries cannot engage in external financing or guarantees without company approval [16][17]. Group 4: Major Information Reporting - Subsidiaries must promptly report significant operational and financial matters that could impact the company's stock price [19]. - They are required to follow the company's internal reporting system for major information and maintain confidentiality regarding sensitive information [22][23]. Group 5: Internal Audit Supervision - Controlling subsidiaries must enhance their internal audit processes and cooperate with the company's audits [24][25]. - The company may conduct exit audits for senior management when they leave subsidiaries [26]. Group 6: Administrative Affairs, Personnel Management, and Assessment - Subsidiaries should develop their management regulations based on the company's administrative guidelines [28]. - They must comply with labor laws and establish salary management systems that reflect industry standards [30][31]. - The company will assess the performance of appointed personnel based on operational results and may implement rewards or penalties accordingly [33][34]. Group 7: Management of Equity Invested Subsidiaries - Management of equity invested subsidiaries is primarily conducted through personnel appointed by the company [35]. - These subsidiaries must report monthly on their operational status and financial statements [37]. Group 8: Profit Distribution Control - The company must exercise shareholder rights to encourage subsidiaries to distribute profits and ensure the implementation of cash dividend plans [38][39].