General Principles - The purpose of the management system is to standardize the management and control of subsidiaries and branches, protect the interests of the company and all investors, and promote healthy development [1][2] - Subsidiaries are defined as companies where the company holds more than 50% of the shares or can control the board of directors [1][2] - The management aims to establish effective control mechanisms to enhance operational efficiency and risk resistance [1][2] Management Structure - The Strategic Investment Department is responsible for managing subsidiary affairs, including feasibility studies for establishment and termination, equity registration, and daily supervision [2][7] - Various functional departments, such as Finance and Internal Control Audit, have specific roles in managing and guiding subsidiaries [2][7] Appointment and Responsibilities of Shareholder Representatives - Shareholder representatives are appointed by the company to serve as directors, supervisors, and senior management in subsidiaries [3][4] - These representatives must adhere to legal and company regulations, possess relevant business knowledge, and have no significant disciplinary or legal issues in the past five years [4][5] Management of Subsidiaries - Subsidiaries must operate independently within the framework of the company's overall objectives while complying with company regulations [2][6] - The company has the right to review subsidiary meeting records, financial documents, and other relevant files [8][9] Financial Management - Subsidiaries must follow a unified accounting system and financial policies set by the company [9][26] - Monthly and quarterly financial reports must be submitted to the company's finance department within specified timeframes [9][30] Major Decision Management - Shareholder representatives must report major decisions to the company before submission to the subsidiary's board [10][31] - Subsidiaries can propose investment projects, which must undergo a detailed approval process involving the company [10][33] Information Disclosure - The subsidiary's chairman is responsible for providing information, ensuring timely and accurate reporting to the company [11][34] - Subsidiaries must maintain confidentiality regarding sensitive information and follow the company's disclosure management system [11][36] Internal Audit and Supervision - The company conducts regular audits of subsidiaries, focusing on economic efficiency, major contracts, and management responsibilities [12][38] - Subsidiaries are required to cooperate with audits and implement the recommendations provided [12][41] Document Management - A two-tier management system for document security and completeness is established, requiring subsidiaries to submit relevant documents to the company [13][43] - The scope of document collection includes licenses, governance materials, and records of significant events [13][44]

Core Viewpoint - The document outlines the management and operational guidelines for subsidiaries and branches of Ningbo Dongfang Cable Co., Ltd, emphasizing the importance of effective control mechanisms to enhance operational efficiency and risk management [1][2]. Management Structure - The company and its subsidiaries are equal legal entities, with the company holding shareholder rights over subsidiaries based on its equity stake [2]. - Subsidiaries operate independently within the framework of the company's overall objectives while adhering to company regulations [2][3]. - The investment management department is responsible for overseeing subsidiary affairs, including feasibility studies for establishment and termination, and monitoring significant events [3][4]. Responsibilities of Appointed Personnel - Shareholder representatives, including directors and senior management, must adhere to specific qualifications and responsibilities to protect company interests [5][6]. - Procedures for appointing and changing shareholder representatives are clearly defined, ensuring compliance with company regulations [6][7]. Operational Management - Subsidiaries must operate within their registered business scope and establish sound management systems, which are subject to company oversight [9][11]. - The company retains the right to review subsidiary meeting records and financial documents to ensure compliance and alignment with corporate strategy [9][11]. Financial Management - Subsidiaries are required to follow a unified accounting system, with specific reporting timelines for financial statements to the company [11][12]. - Profit distribution plans from subsidiaries must be approved by the company's investment management department [11]. Major Decision Management - Significant decisions made by subsidiaries must be reported to the company, and certain actions require prior approval from the company [12][13]. - Subsidiaries can propose investment projects, which must undergo a structured approval process involving the company [13]. Information Disclosure - The chairman of the subsidiary is responsible for information disclosure, ensuring timely and accurate reporting of significant information to the company [14]. - Subsidiaries must maintain confidentiality regarding sensitive information and adhere to the company's disclosure policies [14]. Internal Audit and Supervision - The company conducts regular audits of subsidiaries to assess economic efficiency and compliance with regulations [15]. - Subsidiaries are required to cooperate with audit processes and implement recommendations from the company [15]. Document Management - A two-tiered management system for document security and completeness is established, requiring subsidiaries to submit relevant documents to the company [16][17].

北京海新能源科技股份有限公司 北京海新能源科技股份有限公司 分、子公司管理办法 （2025 年 08 月） 第一章 总 则 第一条 为加强北京海新能源科技股份有限公司（以下简称"公司"或"母 公司"）对分公司、子公司的管理，建立有效的管控与整合机制，促进分公司与 子公司规范运作、有序健康发展，提高公司整体运作效率和抗风险能力，切实维 护公司和投资者利益，根据《中华人民共和国公司法》 （以下简称"《公司法》" ）、 《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》等法律、行政法规、规范性文件以及 《北京海新能源科技股份有限公司章程》（以下简称"《公司章程》"）等有关 制度的规定，结合公司实际情况，特制定本办法。 （二）参股企业，是指公司直接或间接持股比例不超过 50%，且公司在该子 公司的经营与决策活动中不具有控制性影响的企业。 本办法所称"分公司"是指由公司投资注册但不具有法人资格的公司。 第三条 子公司以其全部财产对其自身的债务承担责任。子公司为有限责任 公司的，母公司以其认缴的出资额为限对子公司承担责任；子公司为股份有限公 司的，母公司以其 ...