美盈森: 对外担保管理办法（2025年8月修订）

General Principles - The management measures for external guarantees of Meiyingsen Group Co., Ltd. aim to protect company assets, enhance bank credit management, and reduce operational risks [1] - The term "guarantee" refers to the company providing guarantees, mortgages, or pledges on behalf of others, including loan guarantees and bank letters of credit [1] Guarantee Procedures - The company does not proactively provide guarantees; requests must come from the guaranteed enterprise, which should have good operational status and repayment ability [7] - The total amount of external guarantees is calculated based on the company's guarantees and the guarantees of subsidiaries multiplied by the company's shareholding ratio [8] Investigation of Guaranteed Objects - Before deciding on a guarantee, the company must assess the credit status of the guaranteed party and analyze the associated benefits and risks [10] - The guarantee applicant must provide comprehensive documentation, including financial reports and repayment capability analysis [11] Approval of Guarantees - External guarantees require approval from the board of directors, with at least two-thirds of the attending directors agreeing [15] - Certain guarantees exceeding specified thresholds must also be submitted to the shareholders' meeting for approval [16] Risk Management - The company must exercise caution and strictly control the debt risks associated with external guarantees [26] - Guarantees provided to controlling shareholders or related parties must include counter-guarantees from parties with actual bearing capacity [26] Information Disclosure - The company is obligated to disclose all external guarantee matters to the relevant auditing bodies and in accordance with stock exchange regulations [42] - Timely disclosure is required if the guaranteed party fails to meet repayment obligations or faces severe financial distress [44] Responsibilities of Responsible Parties - The units, departments, or personnel involved in the investigation, approval, and contract review of guarantees are considered responsible parties [45] - Any unauthorized signing of guarantee contracts by directors or management that results in company losses will lead to accountability [46]