Workflow
icon
Search documents
亿晶光电: 亿晶光电科技股份有限公司分、子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-25 16:52
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]
东方电缆: 宁波东方电缆股份有限公司分、子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-14 16:38
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].
海新能科: 分、子公司管理办法(2025年08月)
Zheng Quan Zhi Xing· 2025-08-08 11:14
Core Viewpoint - The document outlines the management regulations for subsidiaries and branches of Beijing Hai New Energy Technology Co., Ltd, aiming to enhance operational efficiency and risk management while ensuring compliance with relevant laws and regulations [2][3][4]. Group 1: General Provisions - The regulations are established to strengthen the management of subsidiaries and branches, ensuring standardized operations and healthy development [2]. - Subsidiaries are defined as independent legal entities established according to the company's strategic planning, including controlling and equity participations [3]. - The company retains full management rights over branches, which do not have legal person status [3]. Group 2: Comprehensive Management - Subsidiaries must establish a governance structure and internal management systems in accordance with laws and their articles of association [4]. - Major meetings of subsidiaries must be reported to the company's board office for approval if necessary [4][5]. - The company appoints directors and senior management to subsidiaries, who are responsible for executing these regulations [7][8]. Group 3: Human Resources and Compensation Management - The company appoints or recommends directors and senior management based on investment ratios or agreements [8]. - Subsidiaries must implement a public recruitment system for hiring employees and establish corresponding human resource management policies [10][11]. Group 4: Operational Management - Subsidiaries must comply with national laws and the company's strategic objectives in their operational activities [12]. - The operational management system emphasizes planning and goal management, with annual plans serving as the basis for performance evaluation [11][12]. Group 5: Financial Management - Subsidiaries must adhere to the company's financial management system and submit financial reports for review [15][16]. - All financial activities, including budgeting and reporting, must align with the company's overall financial policies [15][16]. Group 6: Investment Management - Subsidiaries must seek company approval for significant investments and ensure compliance with investment principles [19]. - Major contracts exceeding 10% of the latest audited net assets require prior approval from the company [19]. Group 7: Development Strategy Management - Subsidiaries are required to develop medium- and long-term plans in line with the company's strategic objectives [47][48]. - Any significant operational adjustments must undergo a feasibility study and approval process [49]. Group 8: Information Disclosure Management - The company's board office is responsible for managing information disclosure, with strict protocols for reporting significant events [51][52]. - Subsidiaries must report major business and financial matters promptly to the company [53]. Group 9: Audit Management - The company conducts internal audits of subsidiaries to ensure compliance with laws and regulations [56][57]. - Subsidiaries must cooperate with internal audits and implement recommendations from audit findings [59]. Group 10: Performance Assessment and Rewards - Subsidiaries must establish performance assessment systems that align with the company's requirements [61]. - Senior management's performance is evaluated annually based on the company's operational results [62].