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天合光能: 天合光能股份有限公司对外担保管理制度

Core Points - The document outlines the external guarantee management system of Trina Solar Limited, aiming to regulate external guarantee behavior, control risks, and protect the rights of shareholders and stakeholders [1][2]. Group 1: General Principles - The external guarantee refers to the guarantees provided by the company for others, including guarantees for its subsidiaries [1]. - The system applies to the company and its subsidiaries, with subsidiaries required to notify the company of any guarantees made [1][2]. - Guarantees must adhere to principles of legality, prudence, mutual benefit, and safety [1]. Group 2: Review of Guarantee Objects - The guaranteed party must have good operating conditions and corresponding debt repayment capabilities, with no significant operational or financial risks [2]. - The board of directors must thoroughly investigate the financial and operational status of the guaranteed party before making decisions [2]. Group 3: Approval Procedures - External guarantees must be reviewed by the board of directors or the shareholders' meeting [3]. - Certain guarantees require shareholders' meeting approval, especially those exceeding 10% of the latest audited net assets or 50% of total assets [3][4]. - Shareholders related to the guaranteed party must abstain from voting on related proposals [3]. Group 4: Management of Guarantees - The company’s general manager designates departments to conduct strict reviews of the guaranteed party's credit status [5]. - The finance department is responsible for credit investigations, maintaining records, and monitoring the performance of guarantee contracts [5][6]. - The legal department handles contract drafting, legal disputes, and recovery of claims against the guaranteed party [6]. Group 5: Information Disclosure - The company must fulfill its information disclosure obligations regarding external guarantees as per relevant regulations [7]. - All departments involved in guarantee matters must report to the board secretary and provide necessary documentation [7]. Group 6: Violations and Responsibilities - The board of directors will determine penalties for individuals responsible for violations based on the risk and loss incurred [8]. - Individuals without authorization cannot sign guarantee contracts, and the company has the right to seek compensation for losses incurred due to unauthorized actions [8].