和林微纳: 对外担保管理制度

Core Viewpoint - The company has established a management system to regulate external guarantee behaviors, aiming to control risks and protect investors' rights based on relevant laws and regulations [1][2]. Group 1: General Principles - The company defines "external guarantees" as guarantees provided for others, including those for controlling subsidiaries [1][2]. - All directors and senior management must prudently manage and strictly control the debt risks arising from external guarantees [1][2]. - External guarantees must adhere to principles of equality, voluntariness, fairness, integrity, mutual benefit, prudence, legal compliance, and standardized operations [2]. Group 2: Approval Procedures - Any external guarantee must be uniformly managed by the company, and subordinate departments are prohibited from providing guarantees independently [2]. - External guarantees require approval from the board of directors and shareholders' meeting, with specific conditions outlined for when such approvals are necessary [6][19]. - Guarantees exceeding certain thresholds related to net assets or total assets must be submitted for shareholder approval [19]. Group 3: Risk Management - The company is responsible for monitoring the financial health and operational status of the guaranteed parties, including conducting investigations and audits as necessary [5][30]. - After signing a guarantee contract, the finance department must manage and monitor the guarantee and related documents [30][31]. - The company must take necessary measures to recover debts after fulfilling guarantee obligations [9]. Group 4: Information Disclosure - The company is obligated to disclose external guarantee information in accordance with relevant regulations, including details of the guarantees and their impact on financial health [10][11]. - Any department involved in external guarantees must report to the board secretary and provide necessary documentation for disclosure [36]. Group 5: Responsibilities of Personnel - All directors must carefully manage and control debt risks from external guarantees and may bear joint liability for losses from improper guarantees [39][40]. - Individuals who sign guarantee contracts without proper authorization may be held liable for any resulting losses to the company [40][41].