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力合微: 子公司管理制度(2025年8月修订)

Core Viewpoint - The document outlines the management system for subsidiaries of Shenzhen Lihe Microelectronics Co., Ltd., aiming to enhance control, ensure compliance, and improve operational efficiency while safeguarding the interests of the company and its investors [1][2]. Group 1: General Principles - The company establishes this system to strengthen control over subsidiaries, ensuring they operate in a standardized, efficient, and orderly manner [3]. - Subsidiaries are defined as independent legal entities established to meet the company's strategic and competitive needs [2]. - The company retains rights over major decisions regarding subsidiaries, including asset management and significant operational decisions [3][4]. Group 2: Appointment and Responsibilities of Directors and Senior Management - The company implements a delegation system for appointing directors, supervisors, and senior management in subsidiaries, with specific procedures for nominations and approvals [6][7]. - Appointed personnel must comply with legal and regulatory requirements and are responsible for ensuring adherence to laws and company policies [6][8]. - Directors and senior management are required to report on the operational status of subsidiaries and ensure the execution of the company's strategic directives [6][10]. Group 3: Operational Decision Management - Subsidiaries must align their operational plans with the company's overall strategy and establish risk management procedures [8][9]. - Investment decisions must follow a structured process, including feasibility studies and project evaluations to maximize investment returns [9][10]. - Significant transactions must be reported to the company's board and comply with relevant regulations [10][11]. Group 4: Financial Management - Subsidiaries are required to maintain independent financial records and adhere to accounting standards while submitting financial reports to the company [12][13]. - Strict controls on fund management and expenditure are mandated, with approvals required for significant financial transactions [12][13]. - Regular financial reporting is required, including monthly operational reports and annual financial statements [13][14]. Group 5: Information Management - Subsidiaries must provide timely and accurate information that could impact the company's image and operations [14][15]. - Important decisions and resolutions must be reported to the company promptly, especially those that could affect stock prices [14][15]. - The company’s information disclosure management system applies to subsidiaries, ensuring compliance with reporting obligations [15][16]. Group 6: Internal Audit and Supervision - The company conducts regular audits of subsidiaries to ensure compliance and operational efficiency [16][17]. - Audit findings must be addressed by subsidiaries, and corrective actions are to be implemented as necessary [16][17]. - The internal audit results are critical for the annual assessment of subsidiaries [17]. Group 7: Performance Evaluation and Incentives - A performance evaluation and incentive mechanism is established to motivate subsidiary management and align their goals with the company's strategic objectives [18][19]. - Annual assessments of senior management in subsidiaries are conducted based on performance criteria [19].