Kaierda(SH:688255) Zheng Quan Zhi Xing·2025-08-29 18:14Core Viewpoint - The document outlines the management and operational guidelines for subsidiaries of Hangzhou Kaierda Welding Robot Co., Ltd, aiming to enhance control, efficiency, and compliance with legal regulations [1][2]. Group 1: General Principles - The purpose of the management system is to strengthen control over subsidiaries, improve operational efficiency, and enhance risk resistance [2]. - The relationship between the company and its subsidiaries is defined as equal legal entities, with the company holding rights to asset income and major decision-making [2][3]. - Subsidiaries are required to operate independently while adhering to the overall strategic framework set by the company [2][3]. Group 2: Personnel Management - The company exercises its shareholder rights through the subsidiary's shareholder meeting, appointing representatives and management personnel to align with its strategic goals [3][4]. - Personnel recommended or appointed to subsidiaries must meet legal and company-specific qualifications, with a preference for internal candidates [3][4]. - Appointed personnel are responsible for ensuring compliance with laws and company policies, reporting on operational conditions, and participating in decision-making [4][5]. Group 3: Operational and Investment Decision Management - Subsidiaries must comply with national laws and align their operational goals with the company's overall strategy [5][6]. - Investment decisions must follow established procedures, including feasibility studies and risk assessments, to maximize investment returns [6][7]. - Major transactions, such as asset purchases or sales, require approval according to the company's regulations [7][8]. Group 4: Financial Management - Subsidiaries are required to adhere to a unified financial management system and accounting policies set by the company [9][10]. - Monthly financial reports must be submitted to the company's finance department, ensuring transparency and compliance with auditing requirements [10][11]. - Budget adjustments must be approved by the subsidiary's board or shareholder meeting, with a focus on maintaining financial health and operational efficiency [11][12]. Group 5: Internal Audit and Supervision - Subsidiaries must cooperate with internal and external audits to ensure compliance with financial and operational standards [12][13]. - Audit reports must be acted upon, with corrective plans submitted to the company's internal audit department [13][14]. Group 6: Information Disclosure - Subsidiaries are obligated to report significant business and financial matters to the company in a timely manner [13][14]. - The chairman or executive director of the subsidiary is responsible for ensuring accurate information disclosure [14][15]. Group 7: Performance Evaluation and Incentives - Subsidiaries must establish performance evaluation and incentive mechanisms to motivate employees and ensure accountability [15][16]. - The company retains the right to impose penalties on subsidiary personnel for failing to fulfill their responsibilities, which may include financial compensation for losses incurred [15][16].