日辰股份: 青岛日辰食品股份有限公司对外投资管理制度(2025年8月)

Core Viewpoint - The document outlines the external investment management system of Qingdao Richen Food Co., Ltd., aiming to standardize investment behavior, reduce risks, and enhance investment efficiency while complying with relevant laws and regulations [1]. Group 1: General Principles - The investment management principles emphasize alignment with the company's development strategy, optimal resource allocation, and the cultivation of core competitiveness to generate economic benefits [1]. - The system applies to the company and its wholly-owned and controlling subsidiaries regarding all external investment activities [1]. Group 2: Investment Scope and Approval Authority - External investments include monetary funds, equity, and assessed physical or intangible assets for various investment activities, such as establishing companies or economic entities [2][3]. - Investments meeting specific thresholds require board approval and must be submitted to the shareholders' meeting for approval, including transactions involving assets over 50% of total assets or exceeding 50 million RMB [2]. - Other significant investments must be submitted for board review and timely disclosure if they exceed 10% of total assets or 1 million RMB [2]. Group 3: Internal Control of Investments - The General Manager is responsible for major investment projects, including planning, organization, and monitoring, and must report progress to the board [4]. - An investment project team is formed to conduct research, feasibility studies, and prepare investment proposals for the General Manager's review [5]. - The finance department manages financial aspects, including due diligence, funding, and return management, while ensuring compliance and risk assessments [5]. Group 4: Transfer and Recovery of Investments - The company can recover investments under specific conditions, such as project completion or bankruptcy of the invested entity [6]. - Investment transfers must comply with legal regulations and follow the same approval procedures as initial investments [7]. Group 5: Financial Management and Auditing - The finance department is responsible for comprehensive financial records of external investments, ensuring compliance with accounting standards [8]. - Internal audits are conducted annually on major investment projects, with reports submitted to the audit committee [8]. Group 6: Responsibilities of Directors and Management - Directors and management must exercise caution in investment decisions and are held accountable for any violations or improper investments [9]. - The shareholders' meeting and board have the authority to impose penalties on responsible parties for losses incurred due to negligence [9]. Group 7: Miscellaneous Provisions - The system is subject to national laws and regulations, and any conflicts with future legal changes will be resolved in favor of the updated laws [10]. - The system takes effect upon approval by the shareholders' meeting [11].