苏州苏试试验集团股份有限公司 对外担保管理制度 第一章 总 则 第一条 为了规范苏州苏试试验集团股份有限公司（以下简称"公司"）的对 外担保行为，有效控制公司对外担保风险，保证公司资产安全，根据《中华人民共 和国公司法》《中华人民共和国民法典》《深圳证券交易所创业板股票上市规则》 《深圳证券交易所上市公司自律监管指引第2号——创业板上市公司规范运作》《苏 州苏试试验集团股份有限公司章程》（以下简称"《公司章程》"）以及其他有关 法律、法规的规定，并结合公司实际情况，特制定本制度。 第二条 本制度适用于公司及公司的控股子公司。 第三条 本制度所称对外担保是指公司为他人提供的担保，包括公司对控股子 公司的担保。 公司及控股子公司的对外担保总额，是指包括公司对控股子公司担保在内的公 司对外担保总额与公司控股子公司对外担保额之和。 第四条 本制度所称担保是指公司以第三人身份为他人提供的保证、抵押或质 押。具体种类包括借款担保、银行开立信用证和银行承兑汇票及商业汇票、保函等。 第五条 公司及控股子公司对外担保由公司统一管理，未经公司批准，下属子 公司或分公司不得对外提供担保，不得相互提供担保。公司对外担保应当遵循合法、 ...

General Principles - The company establishes a system for external guarantees to protect investor rights and regulate its guarantee behavior according to relevant laws and regulations [1] - The system applies to the company and its wholly-owned and controlling subsidiaries [1] - External guarantees refer to the company providing guarantees for debts owed by third parties, including forms such as guarantees, mortgages, and pledges [1] - The company must adhere to principles of legality, prudence, mutual benefit, and safety in implementing guarantees, with strict control over guarantee risks [1] Approval Authority for External Guarantees - Certain guarantee actions require board approval and must be submitted to the shareholders' meeting for approval, including guarantees exceeding 10% of the latest audited net assets or 50% of total assets [2] - Shareholders with interests in the guarantee must abstain from voting on related proposals [2] - The board must approve guarantees with a majority of directors present, and related directors must recuse themselves from voting [3] Management of External Guarantees - The company can estimate future guarantee amounts for subsidiaries and submit them for shareholder approval if frequent agreements are needed [4] - Guarantees provided to joint ventures or associates must also be estimated and submitted for approval [12] - The finance department is responsible for managing external guarantee matters [17] Qualifications of Guaranteed Parties - Guaranteed parties must have good operational status and corresponding debt repayment capabilities [23] - The board must thoroughly investigate the financial and operational status of guaranteed parties before making decisions [24] Information Disclosure - The company must fulfill information disclosure obligations regarding external guarantees according to stock exchange rules [25] - Timely disclosure is required if the guaranteed party fails to meet repayment obligations or faces bankruptcy [26] Legal Responsibilities - All directors must strictly review external guarantee matters and bear joint liability for any losses from improper guarantees [29] - Individuals without proper authorization cannot sign guarantee contracts, and the company has the right to seek compensation from unauthorized individuals [30] - Violations of the system or relevant laws by the company or its executives may result in penalties from regulatory authorities [31]

第一章 总则 卧龙电气驱动集团股份有限公司 对外担保管理制度（草案） （H 股发行并上市后适用） 第一条 为了维护投资者的利益，规范卧龙电气驱动集团股份有限公司（以 下简称"公司"）的担保行为，控制公司资产运营风险，促进公司健康稳定地发展， 根据《中华人民共和国公司法》 《中华人民共和国民法典》 《上市公司监管指引第 证券上市规则》以及《卧龙电气驱动集团股份有限公司章程》 （以下简称"《公司 章程》"）等的相关规定，制定本制度。 第二条 本制度所称担保是指公司以第三人身份为他人提供的保证、抵押或 质押，包括公司对控股子公司的担保。公司及其控股子公司的对外担保总额，是 指包括公司对控股子公司担保在内的公司对外担保总额与控股子公司对外担保 之和。 第三条 公司控股子公司对于向公司合并报表范围之外的主体提供担保的， 视同公司提供担保，公司应按照本制度规定执行。 第四条 公司对外担保实行统一管理，未经公司董事会或股东会批准，任何 人无权以公司名义签署对外担保的合同、协议或其他类似的法律文件。 第五条 公司董事和高级管理人员应审慎对待和严格控制担保产生的债务风 险，并对违规或失当的对外担保产生的损失依法承担连带责任。 ...

Core Points - The article outlines the external guarantee management system of Zhuzhou Oke Yi CNC Precision Tool Co., Ltd, aimed at protecting investors' rights and preventing guarantee risks [1][2][3] Group 1: General Principles - The external guarantee refers to the guarantees provided by the company for others, including those for its subsidiaries, and must adhere to principles of legality, prudence, mutual benefit, and safety [1][2] - The total amount of external guarantees includes those provided by the company and its subsidiaries, and subsidiaries must report guarantee matters to the company five working days in advance [1][2] Group 2: Decision-Making Authority - External guarantee matters must be reviewed and approved by the board of directors or the shareholders' meeting, with specific voting requirements outlined for both [2][3] - Certain guarantees exceeding specified thresholds, such as 50% of the latest audited net assets or 30% of total assets, require shareholder approval [3][4] Group 3: Application and Review Process - The company must conduct a thorough assessment of the credit status of the guaranteed party and evaluate the associated risks before deciding on a guarantee [13][14] - The finance department is responsible for the initial review and daily management of guarantee applications, while the legal department ensures compliance [14][15] Group 4: Daily Management and Risk Control - The company must establish written contracts for guarantees, and the finance department is tasked with ongoing monitoring of the financial status of the guaranteed parties [24][25] - If a guaranteed party fails to fulfill its debt obligations, the company must take necessary remedial actions and initiate recovery procedures [28][29]

General Principles - The company establishes a management system for external guarantees to regulate its guarantee behavior and prevent risks, ensuring asset safety in accordance with relevant laws and regulations [1] - External guarantees refer to the company providing guarantees for debts owed by third parties, including guarantees for its controlling subsidiaries [1] Decision-Making Authority - External guarantee matters must be reviewed by the board of directors or the shareholders' meeting, requiring a majority approval from attending directors and a two-thirds majority for certain cases [2][3] - Guarantees exceeding 10% of the company's latest audited net assets or 50% of total guarantees require shareholders' meeting approval [3] Application and Review Process - The finance department is responsible for receiving and reviewing guarantee applications, which must be submitted at least 30 working days in advance [4][5] - The company must assess the creditworthiness of the guaranteed party and ensure compliance with legal and policy requirements before granting guarantees [4][5] Daily Management of Guarantees - The finance department manages the daily operations of external guarantees, ensuring proper documentation and compliance with approval processes [6][7] - The company must monitor the financial status of guaranteed parties and take necessary actions if their conditions deteriorate [6][7] Information Disclosure - The company is obligated to disclose information regarding external guarantees in accordance with stock exchange rules and company regulations [8] - Any department involved in guarantee matters must report to the board secretary to ensure timely information disclosure [8] Responsibilities of Related Personnel - The board of directors has the authority to impose penalties on personnel responsible for unauthorized guarantees that harm the company's interests [9][10] - Personnel who engage in fraudulent activities or negligence leading to losses for the company may face disciplinary actions and financial liability [10]

Core Points - The company has established a comprehensive external guarantee management system to regulate its guarantee behavior and control operational risks [1][2][3] - The decision-making bodies for external guarantees are the shareholders' meeting and the board of directors, requiring approval before any guarantees can be provided [1][2][3] - The company must disclose external guarantee matters promptly after board approval, with specific thresholds for shareholder approval based on the amount of the guarantee relative to the company's audited net assets [2][3][4] Summary by Sections General Provisions - The external guarantee refers to the company and its subsidiaries providing guarantees based on the principles of fairness, voluntariness, and mutual benefit [1] - The system is applicable to the company and its controlling subsidiaries [1] Approval Authority for External Guarantees - External guarantees must be approved by the board of directors and disclosed in a timely manner [2] - Specific conditions require shareholder meeting approval, such as guarantees exceeding 10% of the latest audited net assets or total guarantees exceeding 50% of the latest audited net assets [2][3] Related Party Guarantees - Guarantees provided to related parties must be approved by a majority of non-related directors and require shareholder meeting approval regardless of the amount [3] - If a related party is involved, they must provide counter-guarantees [3] Guarantee Application and Review Procedures - The investment and financing management department is responsible for receiving and reviewing guarantee applications, ensuring the creditworthiness of the guaranteed party [12][13] - The board secretary must conduct compliance reviews within three working days of receiving the application [15] Guarantee Contracts and Counter-Guarantee Contracts - Written contracts must be established for external guarantees, detailing the rights, obligations, and liabilities of all parties involved [19][20] - The investment and financing management department must manage and maintain all related documentation accurately [9][24] Daily Management and Risk Control of Guarantees - The investment and financing management department is tasked with the daily management of guarantees, including monitoring the financial status of guaranteed parties [25][26] - The company must take prompt action if a guaranteed party fails to meet their debt obligations [27] Disclosure of Guarantee Information - The company is required to disclose external guarantee information in accordance with relevant regulations and company bylaws [28][29] - Timely disclosure is mandated if a guaranteed party defaults or faces insolvency [32] Accountability - Violations of the guarantee management system may result in disciplinary actions against responsible individuals [34][35] - The company holds the right to pursue compensation for losses incurred due to unauthorized guarantees [36][37]

Core Viewpoint - The company establishes a comprehensive system for external guarantees to protect investor interests and mitigate risks associated with external guarantees [1][2]. Group 1: General Principles - The company aims to maintain investor interests and regulate external guarantee behaviors to prevent risks and ensure asset safety [1]. - External guarantees are defined as guarantees provided by the company and its subsidiaries for others, including guarantees for subsidiaries [1]. - External guarantees must be uniformly managed, requiring board or shareholder approval for any contracts or agreements [1][2]. Group 2: Principles and Review of Guarantee Objects - External guarantees should adhere to principles of legality, prudence, mutual benefit, and safety, with strict risk control [2]. - The company cannot provide guarantees for controlling shareholders or their affiliates without shareholder approval, and such guarantees must be backed by counter-guarantees [2][3]. - Guarantees are primarily provided for subsidiaries, with strict procedures for guarantees outside this scope [2][3]. Group 3: Approval Process and Authority - The highest decision-making body for external guarantees is the shareholders' meeting, with the board exercising decision-making authority based on company regulations [6]. - Guarantees exceeding 10% of the latest audited net assets or 50% of total assets require shareholder approval [6][7]. - The board must analyze the credit status of the debtor and the associated risks before approving guarantees [3][5]. Group 4: Management and Responsibilities - The finance department is responsible for conducting credit investigations and managing guarantee procedures [36]. - Legal advisors assist in handling legal matters related to guarantees and ensure compliance with regulations [37]. - The company must take necessary measures to control risks if the debtor shows signs of losing repayment ability [16]. Group 5: Information Disclosure - The company is obligated to disclose information regarding external guarantees in accordance with relevant regulations [47]. - If a debtor fails to fulfill repayment obligations within fifteen trading days, the company must disclose this information [49]. - The company must ensure confidentiality of guarantee information until it is legally disclosed [52].

Core Points - The document outlines the external guarantee management system of Shengtong Energy Co., Ltd, aiming to regulate external guarantee behaviors and control risks [1][2] - The system applies to the company and its subsidiaries, defining external guarantees as those provided by the company for others, including guarantees for its subsidiaries [1][2] Group 1: Basic Principles of External Guarantees - The company must adhere to principles of equality, voluntariness, fairness, integrity, and mutual benefit when providing guarantees [1][2] - All directors are responsible for prudently managing and strictly controlling the debt risks associated with external guarantees [2] - Guarantees must be approved by the board of directors or the shareholders' meeting [2][3] Group 2: Approval Authority and Procedures - The daily management of external guarantees is handled by the general manager, audit committee, finance department, and audit department [3][4] - The applicant for a guarantee must provide essential business information and a guarantee application letter detailing the method, duration, and amount [3][4] Group 3: Risk Management - The company must conduct thorough risk assessments of the guaranteed entities and set limits on guarantee responsibilities [9][10] - Written contracts must be established for guarantees, and the finance department is responsible for managing these contracts [9][10] - Continuous monitoring of the financial status and repayment ability of the guaranteed entities is required [10][11] Group 4: Information Disclosure - The company is obligated to disclose information regarding external guarantees in accordance with relevant laws and regulations [11][12] - Any guarantees approved by the board or shareholders must be disclosed promptly on designated platforms [12]

General Principles - The external guarantee management system of Beijing Hotgen Biotech Co., Ltd. aims to standardize external guarantee behavior, effectively control risks, and ensure asset safety for the company's stable development [1][2] - The system is established based on various laws and regulations, including the Company Law and Securities Law of the People's Republic of China [2] Basic Requirements - External guarantees must adhere to principles of legality, prudence, mutual benefit, and safety, with strict risk control [3] - Any external guarantee provided by the company must be approved by the board of directors or shareholders [3][6] Approval Procedures - The company can provide external guarantees to entities with independent legal status and sufficient repayment ability, including subsidiaries under actual control [4][5] - The approval process involves a thorough review of the financial status and creditworthiness of the guaranteed party [5][6] Contract Signing - All external guarantees must be formalized in written contracts that comply with relevant laws and regulations [8][9] - The contracts should clearly define the rights and obligations of both parties, including the type and amount of the principal debt [8][9] Management of Guarantees - The company’s board of directors, shareholders, and finance department are responsible for decision-making and management of guarantee activities [9][10] - Continuous monitoring of the guaranteed party's financial health and compliance with the guarantee contract is required [10][11] Responsibilities - The company must strictly follow the established system for providing guarantees, with accountability for any violations leading to losses [12][13] - Individuals who exceed their authority in signing guarantee contracts without proper approval may face legal consequences [12][13]

Core Viewpoint - The document outlines the management system for external guarantees provided by Shenzhen Huabao New Energy Co., Ltd, emphasizing the need for a structured decision-making process to mitigate financial and operational risks. Group 1: General Principles - The management system is established to regulate the corporate governance structure and ensure efficient decision-making regarding external guarantees [1] - External guarantees refer to the company providing assurance for debts owed by third parties, including guarantees for subsidiaries [1] Group 2: Approval Authority for External Guarantees - External guarantees must adhere to principles of legality, prudence, mutual benefit, and safety, requiring approval from the shareholders' meeting or board of directors [2] - Specific conditions necessitate shareholder approval, such as guarantees exceeding 10% of the latest audited net assets or total guarantees exceeding 50% of net assets [2][3] Group 3: Decision Management for External Guarantees - The company must conduct thorough assessments of the financial and operational status of the guaranteed parties before approving guarantees [5][6] - The board of directors is responsible for ensuring compliance with the established procedures and must disclose any guarantees provided to related parties [6][10] Group 4: Information Disclosure - Approved external guarantees must be disclosed on the Shenzhen Stock Exchange and other media, including details of the total amount of guarantees [12] - Timely disclosure is required if the guaranteed party fails to meet repayment obligations or faces bankruptcy [12] Group 5: Accountability and Compliance - The company must hold accountable any personnel who violate the established procedures for providing guarantees, with potential disciplinary actions [14][15] - Continuous monitoring of the financial status of guaranteed parties is mandated to minimize potential losses [10][11]