General Principles - The purpose of the external investment management system is to standardize the company's external investment behavior, establish a scientific decision-making system, reduce investment risks, and enhance investment efficiency [1] - External investment refers to the company's activities of investing monetary funds, equity, and assessed physical or intangible assets for future returns [1] Types of External Investments and Decision-Making Authority - The main types of external investments include establishing companies, increasing or decreasing equity investments, stock and bond investments, entrusted financial management, and other legally permitted investments [2] - Decision-making authorities for external investments are divided among the shareholders' meeting, board of directors, and general manager, with specific thresholds for approval [2][3] Investment Decision-Making Authority - Investments exceeding 50% of total audited assets, 50% of audited revenue over 50 million yuan, or 50% of audited net profit over 5 million yuan require board approval and submission to the shareholders' meeting [2] - Investments exceeding 10% of total audited assets, 10% of audited revenue over 10 million yuan, or 10% of audited net profit over 1 million yuan require board approval [3] Management of External Investments - The board secretary's office is responsible for feasibility studies and evaluations of external investment projects, while the finance department manages financial aspects [10] - The internal audit department conducts audits of external investments and reports to the audit committee [10] Tracking and Supervision of Investments - After implementation, the board secretary's office tracks investment projects and evaluates their effectiveness, reporting annually to the board [26] - The audit department supervises investment activities, ensuring compliance with internal controls and legal requirements [13] Management of Subsidiaries - The company exercises management over its controlling subsidiaries through appointed directors and senior management, ensuring alignment with the company's overall strategy [40] - Subsidiaries must establish internal management systems that comply with the company's regulations and report significant matters to the board [42][46] Reporting of Major Events - Subsidiaries are required to report significant events such as asset acquisitions, external investments, and major losses to the board secretary promptly [80] - A designated staff member in each subsidiary is responsible for communication with the company's board secretary regarding information disclosure [81]
清越科技: 对外投资管理制度(2025年8月修订)