LH(SH:600099) Zheng Quan Zhi Xing·2025-08-25 16:31Core Points - The document outlines the investment management system of Linhai Co., Ltd, aiming to enhance the efficiency and safety of external investments while ensuring compliance with relevant laws and regulations [1][2][4] - The system establishes a framework for decision-making, risk control, and performance evaluation related to external investments [2][4][5] Group 1: Investment Definition and Scope - External investment refers to the transfer of company assets to acquire other assets through cash, physical assets, or intangible assets, including establishment, mergers, acquisitions, and other forms permitted by law [2][3] - Company assets include all economic resources that can be measured in monetary terms and generate benefits, such as current assets, long-term investments, fixed assets, and intangible assets [2][3] Group 2: Management Structure - The decision-making bodies for external investments include the shareholders' meeting, board of directors, and the general manager's office, with strict adherence to authorized decision-making [4][5] - A Strategic and ESG Committee is established under the board to evaluate major investment projects, focusing on feasibility, risks, and returns [4][5] Group 3: Approval Authority - Major investments require board approval and must be submitted to the shareholders' meeting for review if they meet specific thresholds, such as asset totals exceeding 50% of the company's audited total assets or net assets [6][19] - Investments that do not meet major investment criteria but exceed certain thresholds must also be reviewed by the board [8][19] Group 4: Decision-Making Procedures - The investment process involves thorough feasibility studies and evaluations by relevant departments before presenting recommendations to the general manager's office [9][10] - Legal reviews of investment agreements and contracts are mandatory to ensure compliance with laws and regulations [10][11] Group 5: Financial Management and Auditing - The financial center is responsible for comprehensive financial records and accounting for each investment project, ensuring compliance with accounting standards [34][35] - Regular audits of investment projects are conducted to identify issues and ensure accountability [36][37] Group 6: Responsibilities and Reporting - Company directors and management must exercise caution in investment decisions, with accountability for significant losses due to negligence [39][40] - The company is required to disclose investment information in accordance with legal and regulatory requirements [41][42]