Core Viewpoint - The document outlines the external guarantee management system of Shanghai Daming City Enterprise Co., Ltd., aiming to standardize guarantee behavior, control risks, and ensure the company's stable development in compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The external guarantee refers to the company and its subsidiaries providing guarantees, mortgages, or pledges for third parties' debts [1]. - Guarantees must adhere to principles of equality, voluntariness, fairness, integrity, and mutual benefit, with collateral required from the guaranteed party [1][2]. - No external guarantees can be provided without approval from the board of directors or shareholders' meeting [1]. Group 2: Approval Authority and Procedures - The board of directors has the authority to approve guarantees within specified limits, including total guarantees not exceeding 30% of the latest audited total assets or 50% of net assets [2]. - Guarantees exceeding these limits require approval from the shareholders' meeting [2][3]. - Related directors must abstain from voting on guarantee proposals [3]. Group 3: Contract Review and Establishment - External guarantee contracts must comply with legal norms and be reviewed by the legal department [4][5]. - Contracts should clearly define obligations and include necessary clauses, such as the type of guarantee and the rights and responsibilities of all parties involved [5][6]. Group 4: Daily Management and Risk Control - The finance department is responsible for managing external guarantees, including registration and monitoring of the guaranteed parties' financial conditions [4][20]. - The finance department must conduct thorough checks on the creditworthiness of the parties requesting guarantees [5][6]. Group 5: Information Disclosure - The company must fulfill its information disclosure obligations regarding external guarantees as per stock exchange rules [7][8]. - Any guarantees approved by the board or shareholders must be disclosed within two working days [7][8]. Group 6: Responsibilities and Penalties - Individuals or departments failing to follow procedures or exceeding their authority in guarantee matters may face disciplinary actions [9][10]. - Criminal actions related to guarantee processes will be reported to judicial authorities for prosecution [9].
大名城: 上海大名城企业股份有限公司对外担保制度