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双林股份: 内部控制管理制度(2025年9月)

Core Viewpoint - The internal control management system of Shuanglin Co., Ltd. aims to enhance the company's operational standards and protect investors' rights by adhering to relevant laws and regulations [1][2]. Summary by Sections General Principles - The internal control system is established to ensure compliance with laws, improve operational efficiency, safeguard assets, and ensure accurate information disclosure [1]. - The board of directors is responsible for the formulation and effective execution of the internal control system [1]. Framework and Execution of Internal Control - The internal control encompasses environmental control, business control, accounting system control, electronic information system control, information transmission control, and internal audit control [1][2]. - The internal control system includes elements such as internal environment, goal setting, risk identification, risk assessment, risk response, control activities, and information communication [2][3]. Key Control Activities - The internal control system covers all business processes, including sales, procurement, production, research and development, fixed asset management, fund management, financing, investment, related party transactions, financial reporting, information disclosure, and human resource management [4][5][6]. - The company emphasizes the importance of internal audit and continuous monitoring to ensure the effectiveness of the internal control system [19][20]. Management Control of Subsidiaries - The company establishes control policies for its subsidiaries, ensuring they adhere to the internal control system and report significant business and financial matters to the board [17][18]. - The management control includes oversight of major financial and operational matters, requiring subsidiaries to report significant decisions and transactions [17][18]. Internal Control of Related Transactions - The company follows principles of honesty, equality, and fairness in related party transactions, ensuring that such transactions do not harm the interests of the company and its shareholders [22][23]. - Approval processes for related transactions are clearly defined, requiring independent directors' prior consent [22][23]. External Guarantee Control - The company implements strict controls over external guarantees, ensuring compliance with legal and regulatory requirements [31][32]. - The board must carefully evaluate the financial and operational status of the guaranteed parties before approving guarantees [32][33]. Use of Raised Funds Control - The company mandates strict management of raised funds, including storage, approval, usage, and supervision [41][42]. - Regular tracking of project progress and fund usage is required to ensure compliance with the intended purposes outlined in the prospectus [44][45]. Major Investment Control - The company adheres to principles of legality, prudence, and effectiveness in major investments, requiring thorough evaluation and monitoring of investment projects [50][51]. - A dedicated team is responsible for assessing the feasibility and risks associated with major investments [51][52]. Information Disclosure Control - The company ensures compliance with disclosure regulations, maintaining transparency in reporting significant information that may impact stock prices [57][58]. - A strict internal confidentiality policy is enforced to protect sensitive information before public disclosure [59][60]. Internal Audit and Evaluation - An internal audit department is established to oversee the implementation of the internal control system and ensure the accuracy of financial information [63][64]. - Regular audits are conducted to evaluate the effectiveness of internal controls, with findings reported to the audit committee [66][67].