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深圳中天精装:规范对外担保,严控担保风险

Core Viewpoint - Shenzhen Zhongtian Decoration Co., Ltd. has established an external guarantee management system to enhance internal control, protect investors' rights, and effectively manage external guarantee risks [1][2]. Group 1: External Guarantee Management System - The system applies to the company, its subsidiaries, and non-consolidated affiliated companies providing guarantees [1]. - Guarantees require approval from the board of directors or shareholders' meeting, and branches are prohibited from providing guarantees [1]. - All directors must carefully manage and control the debt risks associated with external guarantees and are legally responsible for any losses from illegal guarantees [1]. Group 2: Eligibility and Conditions for Guarantees - The company can provide guarantees primarily for wholly-owned subsidiaries, controlling subsidiaries, and affiliated companies, which must meet criteria such as borrower qualifications, good credit, and strong repayment ability [1][2]. - Guarantees will not be provided for entities with funding misalignment or financial fraud [1]. Group 3: Approval Procedures and Risk Control - The highest decision-making body for external guarantees is the shareholders' meeting, with the board of directors exercising decision-making authority within specified limits [2]. - Guarantees exceeding 10% of the latest audited net assets require board review and shareholder approval, while other guarantees are subject to board review and disclosure [2]. - The company must not exceed its capital contribution when providing guarantees to subsidiaries and affiliated companies, and other shareholders must provide proportional guarantees [2]. Group 4: Contract Management and Accountability - Guarantee contracts must be in written form, and responsible parties must rigorously review legal documents [2]. - The company is required to manage guarantee contracts and documentation properly, ensuring timely registration of counter-guarantees [2]. - The designated department must conduct investigations and monitor the financial health of guaranteed entities, taking proactive measures to mitigate risks if they arise [2]. - Violations of the system may result in disciplinary actions against responsible individuals by the board of directors [2].