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华光新材: 华光新材子公司管理制度
Zheng Quan Zhi Xing· 2025-08-29 18:22
Core Viewpoint - The document outlines the subsidiary management system of Hangzhou Huaguang Welding New Materials Co., Ltd., emphasizing the importance of effective control and integration mechanisms to enhance operational efficiency and risk resistance of the company [1][2]. Group 1: General Principles - The company aims to strengthen the management of its subsidiaries to maintain its overall image and protect investor interests, in accordance with relevant laws and regulations [1]. - Subsidiaries are defined as companies where the parent company holds more than 50% of the shares or has actual control despite holding less than 50% [1]. - Subsidiaries must establish a sound governance structure and management systems in compliance with the Company Law and other relevant regulations [2]. Group 2: Financial Management - The primary task of financial management for subsidiaries is to implement national fiscal and tax policies, ensuring the legality, authenticity, and completeness of financial data [3]. - Subsidiaries are required to develop financial and accounting systems based on their operational characteristics and management requirements, adhering to national accounting standards [4]. Group 3: Operational and Investment Decision Management - All operational activities of subsidiaries must comply with national laws and regulations, aligning with the overall development plan and operational goals of the parent company [5]. - External investments by subsidiaries must follow the company's external investment management system and be approved by internal decision-making bodies [5]. Group 4: Internal Audit Supervision - The company will conduct regular or irregular audits of its subsidiaries, focusing on economic efficiency, major contracts, and the economic responsibilities of unit leaders [6][7]. - Subsidiaries must prepare for audits and cooperate during the auditing process, executing audit opinions approved by the board of directors [7]. Group 5: Information Disclosure - Subsidiaries are required to follow the company's information disclosure management system, providing necessary information and reporting significant matters promptly [8][9]. - Financial reports and operational summaries must be submitted to the board of directors within specified timeframes after the end of each reporting period [9]. Group 6: Relationship Between Parent and Subsidiaries - The operational plans and management of subsidiaries must align with the parent company's overall goals and long-term development plans to ensure balanced and efficient growth [10]. - Subsidiaries' activities, including internal management and financial practices, are subject to guidance and supervision from the parent company [10].
凯尔达: 子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-29 18:14
Core Viewpoint - The document outlines the management and operational guidelines for subsidiaries of Hangzhou Kaierda Welding Robot Co., Ltd, aiming to enhance control, efficiency, and compliance with legal regulations [1][2]. Group 1: General Principles - The purpose of the management system is to strengthen control over subsidiaries, improve operational efficiency, and enhance risk resistance [2]. - The relationship between the company and its subsidiaries is defined as equal legal entities, with the company holding rights to asset income and major decision-making [2][3]. - Subsidiaries are required to operate independently while adhering to the overall strategic framework set by the company [2][3]. Group 2: Personnel Management - The company exercises its shareholder rights through the subsidiary's shareholder meeting, appointing representatives and management personnel to align with its strategic goals [3][4]. - Personnel recommended or appointed to subsidiaries must meet legal and company-specific qualifications, with a preference for internal candidates [3][4]. - Appointed personnel are responsible for ensuring compliance with laws and company policies, reporting on operational conditions, and participating in decision-making [4][5]. Group 3: Operational and Investment Decision Management - Subsidiaries must comply with national laws and align their operational goals with the company's overall strategy [5][6]. - Investment decisions must follow established procedures, including feasibility studies and risk assessments, to maximize investment returns [6][7]. - Major transactions, such as asset purchases or sales, require approval according to the company's regulations [7][8]. Group 4: Financial Management - Subsidiaries are required to adhere to a unified financial management system and accounting policies set by the company [9][10]. - Monthly financial reports must be submitted to the company's finance department, ensuring transparency and compliance with auditing requirements [10][11]. - Budget adjustments must be approved by the subsidiary's board or shareholder meeting, with a focus on maintaining financial health and operational efficiency [11][12]. Group 5: Internal Audit and Supervision - Subsidiaries must cooperate with internal and external audits to ensure compliance with financial and operational standards [12][13]. - Audit reports must be acted upon, with corrective plans submitted to the company's internal audit department [13][14]. Group 6: Information Disclosure - Subsidiaries are obligated to report significant business and financial matters to the company in a timely manner [13][14]. - The chairman or executive director of the subsidiary is responsible for ensuring accurate information disclosure [14][15]. Group 7: Performance Evaluation and Incentives - Subsidiaries must establish performance evaluation and incentive mechanisms to motivate employees and ensure accountability [15][16]. - The company retains the right to impose penalties on subsidiary personnel for failing to fulfill their responsibilities, which may include financial compensation for losses incurred [15][16].
敏芯股份: 苏州敏芯微电子技术股份有限公司子公司管理制度
Zheng Quan Zhi Xing· 2025-08-29 17:03
Core Points - The document outlines the management system for subsidiaries of Suzhou Minxin Microelectronics Technology Co., Ltd, aiming to enhance operational efficiency and risk resistance while protecting investors' rights [2][3] - The system defines subsidiaries as entities where the company holds more than 50% of the shares or has significant influence over them [2] - The management system emphasizes compliance with laws and regulations, establishing a governance structure, and ensuring effective operational management [3][5] Group 1: General Principles - The purpose of the management system is to strengthen subsidiary management, establish control mechanisms, and improve overall operational efficiency [2][3] - Subsidiaries are required to operate independently while adhering to the company's overall strategic goals [2][3] Group 2: Operational Norms - Subsidiaries must establish governance structures, including shareholder meetings, boards of directors, and supervisory boards, as per legal requirements [3][4] - The company is responsible for appointing representatives to influence subsidiary operations and ensure compliance with legal and regulatory frameworks [3][4] Group 3: Financial Management - Subsidiaries must adhere to the company's unified financial management policies and accounting systems [7][8] - Financial reports must be submitted timely, and any external investments or financing must follow the company's approval procedures [7][8] Group 4: Information Disclosure - Subsidiaries are required to report significant changes in operations, capital adjustments, and other major events to the company's securities department [9][10] - The legal representative of the subsidiary is responsible for information management and must comply with the company's disclosure policies [9][10] Group 5: Internal Audit and Supervision - The company's internal audit department will conduct regular audits of subsidiaries to ensure compliance with laws and internal regulations [11][12] - Subsidiaries must cooperate with audits and implement approved audit recommendations [11][12] Group 6: Performance Assessment and Accountability - Subsidiaries can establish their performance assessment and reward systems, aligning with the company's overall policies [12][13] - The company reserves the right to impose penalties on subsidiary executives for failing to fulfill their responsibilities, which may result in financial losses [12][13]
柯力传感: 柯力传感子公司管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Points - The document outlines the management system for subsidiaries of Ningbo Keli Sensor Technology Co., Ltd, aiming to standardize operations, enhance resource allocation, and improve the operational enthusiasm and creativity of subsidiaries [1][2][3] Group 1: General Principles - The management system applies to wholly-owned subsidiaries, holding subsidiaries, and other companies controlled directly or indirectly by the parent company [1] - The parent company and subsidiaries maintain an equal legal relationship, with the parent company holding rights based on its shareholding [1] - Subsidiaries enjoy legal property rights and are responsible for their own profits and losses [1] Group 2: Governance Structure - Subsidiaries must establish a sound governance structure and internal management systems in accordance with relevant laws and regulations [2] - The parent company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints directors and supervisors [2][3] - Directors and senior management of subsidiaries have specific responsibilities, including compliance with laws and reporting to the parent company [2][3] Group 3: Personnel and Assessment Management - The parent company assesses the performance of subsidiary leaders based on asset scale and economic benefits [5] - Subsidiaries must submit annual performance reports to the parent company [5] - Personnel management systems must be established and reported to the parent company [5] Group 4: Financial Management - Subsidiaries must obtain approval for annual budgets and business plans from the parent company [6] - A unified accounting system is to be implemented, with monthly and quarterly financial reports submitted to the parent company [6][7] - Subsidiaries are prohibited from concealing income and profits [7] Group 5: Operational Decision Management - Subsidiaries' operational plans must align with the parent company's overall strategy [8] - Major transactions require prior reporting to the parent company and must be approved before implementation [8][9] Group 6: Guarantee and Investment Management - Subsidiaries cannot provide external guarantees without the parent company's approval [9] - Investment decisions must follow a structured process, including feasibility studies and project evaluations [9] Group 7: Information Disclosure Management - Subsidiaries must adhere to the parent company's information disclosure policies and ensure timely reporting of information [10][11] Group 8: Audit Supervision - Subsidiaries are subject to regular audits by the parent company and must cooperate fully [11] - Audit content includes economic efficiency, major contracts, and responsibility audits [11] Group 9: Miscellaneous - The management system is subject to national laws and regulations, and the board of directors holds the interpretation rights [12]
安正时尚: 安正时尚集团股份有限公司控股子公司管理制度
Zheng Quan Zhi Xing· 2025-08-27 16:40
General Principles - The purpose of the management system for subsidiaries is to standardize their operational behavior, promote healthy development, optimize resource allocation, and enhance operational enthusiasm and creativity [1] - The term "subsidiary" refers to companies established by the parent company that have independent legal status and include wholly-owned subsidiaries and those where the parent company holds more than 50% of the shares [1] Personnel Management - The parent company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints directors and senior management according to the subsidiary's articles of association [4] - Directors and senior management of subsidiaries have responsibilities including compliance with laws, execution of parent company strategies, and regular reporting on operational conditions [4][5] Financial Management - The parent company appoints financial officers for subsidiaries who must report on asset operation and financial status regularly [7] - Subsidiaries must adhere to the parent company's accounting policies and submit monthly and quarterly financial reports, along with annual budget reports [8] Operational Decision-Making Management - Subsidiaries must align their operational and development plans with the parent company's overall strategy [14] - Investment decisions must follow a structured process, including feasibility studies and project evaluations, to maximize investment efficiency [15] Internal Audit Supervision - The parent company conducts regular audits of subsidiaries, focusing on economic efficiency and compliance with regulations [10] - Subsidiaries must cooperate with audits and implement audit recommendations promptly [11] Information Management - Subsidiaries are required to provide accurate and timely information to the parent company, especially regarding significant events that may impact stock prices [26][27] - The subsidiary's general manager is responsible for information disclosure and must report relevant information to the parent company's board secretary [27]
佰仁医疗: 佰仁医疗子公司管理制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-27 14:02
General Principles - The purpose of the subsidiary management system is to enhance the management control of Beijing Bairen Medical Technology Co., Ltd. over its subsidiaries, standardize internal operations, protect investor interests, and promote healthy development [2][3] - A subsidiary is defined as a company in which the parent company holds more than 50% of the shares or has actual control over a company with less than 50% ownership [2] - The management of subsidiaries aims to establish effective control mechanisms for the organization, resources, assets, investments, and operations, thereby improving overall operational efficiency and risk resistance [2][3] Management and Responsibilities - The company exercises shareholder rights through the subsidiary's shareholders' meeting to elect directors and supervisors [3] - Senior management personnel of subsidiaries, including the chairman, general manager, and financial officer, are nominated according to company regulations [3] - Responsibilities of subsidiary management include ensuring compliance with laws, coordinating between the company and subsidiaries, and reporting operational conditions to the parent company [3][4] Operational and Investment Decision Management - Subsidiaries must align their operational and development plans with the company's overall strategy [5] - The company sets annual economic targets for subsidiaries based on their business characteristics and operational conditions [5] - Investment decisions must follow a standardized process, including feasibility studies and project evaluations to maximize investment efficiency [5][6] Financial Management - The financial management of subsidiaries focuses on implementing national fiscal and tax policies, ensuring the legality and completeness of accounting data, and controlling operational risks [12] - Financial responsibilities are assigned to personnel recommended by the company's finance department [12] - Subsidiaries must adhere to the company's financial accounting system and submit timely financial reports for auditing [12][13] Internal Audit and Supervision - The company conducts regular audits of subsidiaries, covering economic efficiency, major contracts, and management responsibilities [13] - Subsidiaries are required to cooperate with audits and implement audit recommendations [13] Information Disclosure - The chairman of the subsidiary is responsible for information disclosure, with the general manager designated as the specific responsible person [14] - Subsidiaries must comply with the company's information disclosure management system [14] Applicability and Effectiveness - This management system applies to subsidiaries located in mainland China [14] - The system becomes effective upon approval by the company's shareholders' meeting and is subject to revision as necessary [14]
天目药业: 杭州天目山药业股份有限公司子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 10:06
Core Viewpoint - The management system for subsidiaries of Hangzhou Tianmu Mountain Pharmaceutical Co., Ltd. aims to enhance internal management, maintain the overall image of the listed company, and protect investor interests through structured governance and operational guidelines [1]. Group 1: General Provisions - The system is established based on relevant laws and regulations, including the Company Law of the People's Republic of China and the Shanghai Stock Exchange Listing Rules [1]. - Subsidiaries are defined as independent legal entities established according to the company's strategic planning and business development needs, which can be wholly-owned or controlled [1]. Group 2: Governance Structure Management - Subsidiaries must establish a sound corporate governance structure and operational systems in accordance with the Company Law and relevant regulations [2]. - The company exercises management, coordination, supervision, and assessment functions through participation in the subsidiaries' shareholder and board meetings [3]. Group 3: Personnel Management - The company appoints or recommends directors, supervisors, and senior management for subsidiaries, ensuring compliance with laws and company policies [4]. - The responsibilities of appointed personnel include ensuring adherence to laws and regulations, coordinating between the company and subsidiaries, and protecting the company's interests [5]. Group 4: Financial Management - Subsidiaries must adhere to the company's financial management requirements, ensuring the legality and completeness of accounting records and effectively controlling operational risks [6]. - Financial management tasks include compliance with national fiscal and tax policies, and the preparation of financial statements according to applicable accounting standards [6]. Group 5: Investment Management - Subsidiaries require company approval for technical reform projects and external investments, ensuring alignment with the company's development strategy [7]. - Investment projects must undergo feasibility studies and be reported to the company's management for decision-making [8]. Group 6: Information Management and Reporting - Subsidiaries are obligated to provide timely and accurate information that may significantly impact the company's image [9]. - Regular financial reports and updates on ongoing projects must be submitted to the company's board within specified timeframes [10]. Group 7: Internal Audit Supervision - The company conducts regular audits of subsidiaries to ensure compliance and assess economic efficiency [11]. - Subsidiaries must cooperate with audits and implement recommendations from approved audit reports [12].
恒通股份: 恒通物流股份有限公司子公司管理制度 (2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-27 09:20
Core Viewpoint - The management system for subsidiaries of Hengtong Logistics Co., Ltd. aims to enhance the operational efficiency and risk control of subsidiaries while ensuring compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The management system is established to strengthen the control over subsidiaries, ensuring their standardized, efficient, and orderly operation [1]. - Subsidiaries are defined as companies under the company's consolidated financial statements that are controlled or effectively managed by the company [1]. Group 2: Organizational Management - The company manages subsidiaries primarily through the appointment of directors, supervisors, and senior management personnel, along with daily supervision [1][2]. - Company-appointed personnel are responsible for ensuring compliance with laws, coordinating between the company and subsidiaries, and reporting on operational conditions [3][4]. Group 3: Operational and Investment Decision Management - Subsidiaries must adhere to national laws and regulations while formulating their operational goals in line with the company's overall development plan [4][5]. - Subsidiaries are required to report operational data accurately and timely, and any abnormal situations must be communicated to the company [6][7]. Group 4: Financial Management - The company's finance department provides guidance and supervision over the accounting and financial management of subsidiaries [7][8]. - Subsidiaries must submit monthly, quarterly, and annual financial reports to the company, including various financial statements [8][9]. Group 5: Information Disclosure - Subsidiaries are obligated to provide significant internal information to the company's securities department and ensure the accuracy and completeness of the information [9][10]. - Major decisions and operational updates must be reported to the company in a timely manner [10][11]. Group 6: Supervision and Audit - The company conducts regular audits of subsidiaries to ensure compliance with laws and internal regulations [11][12]. - Subsidiaries must cooperate fully with audit processes and implement recommendations from audit findings [12][13]. Group 7: Performance Evaluation and Incentive Mechanism - The company implements a performance evaluation system for subsidiary management to promote sustainable development [13][14]. - Subsidiaries are encouraged to establish their own performance assessment and reward systems based on their specific circumstances [14][15].
恒宝股份: 子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-26 16:56
General Provisions - The purpose of the management system is to enhance the management of subsidiaries, establish effective control mechanisms, and ensure that the operational goals align with the company's strategic objectives [2][3] - The system applies to subsidiaries where the company holds more than half of the voting rights or can control more than half through agreements [1] Personnel Management - The company exercises shareholder rights through the subsidiary's shareholders' meeting and appoints representatives to the board of directors and senior management [4] - Senior management personnel nominated or appointed by the company must fulfill their duties, ensure compliance with laws, and report on operational conditions [5][6] Financial Management - The basic tasks of financial management include implementing national fiscal and tax policies, ensuring the legality and completeness of accounting data, and effectively controlling operational risks [13] - Subsidiaries must adhere to the company's accounting policies and submit financial reports for auditing [17] Operational Decision-Making Management - Subsidiaries must comply with national laws and align their operational plans with the company's overall strategy [21][22] - Any significant transactions exceeding the subsidiary's authority require approval from the company or its board [23] Information Disclosure Management - Subsidiaries must provide accurate and timely information to the company and cannot disclose insider information without approval [29][30] - The chairman or executive director of the subsidiary is responsible for information management [34] Internal Audit Supervision - The company conducts regular audits of subsidiaries to ensure compliance with laws and internal regulations [37] - Subsidiaries must prepare for audits and provide all necessary documentation [39]
诚意药业: 浙江诚意药业股份有限公司子公司管理制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-26 16:23
General Principles - The purpose of the management system is to protect the interests of Zhejiang Chengyi Pharmaceutical Co., Ltd. and all investors, ensuring the achievement of strategic goals and enhancing internal control [2] - The system aims to establish an effective control mechanism for subsidiaries, covering organization, strategy, investment, production, operations, finance, personnel, and information disclosure [2][3] - Subsidiaries are classified based on business characteristics, ownership structure, strategic position, and profitability for tailored management [2] Corporate Governance Structure - The company will standardize the governance structure of subsidiary shareholder meetings, boards of directors, and supervisory boards, clarifying their responsibilities and authority [3][4] - The company is responsible for appointing directors and supervisors for subsidiaries, with terms determined by the company [4][5] - Changes in subsidiary governance structures must be reported to the company for approval [4] Strategic and Investment Management - The company will develop an overall strategic plan based on resources, business characteristics, and market trends, defining investment and development directions for both the company and its subsidiaries [5][6] - Subsidiaries must align their strategic plans with the company's overall strategy and seek approval for any deviations [5][6] - Investments by subsidiaries must comply with the strategic plan and require company approval [5][6] Production and Operations Management - The company will standardize the main business operations of subsidiaries to ensure customer satisfaction and operational safety [6][7] - Subsidiaries are required to establish safety and environmental regulations in compliance with national laws and company policies [6][7] Financial and Audit Management - The company will implement unified financial management for subsidiaries, establishing a financial management and internal control system [7][8] - Subsidiaries must adhere to the company's budget management regulations and submit annual budget proposals for approval [7][8] - All external guarantees and related transactions by subsidiaries must be reported to the company for approval [8] Human Resource Management - The company will standardize human resource management systems, including recruitment, training, and performance evaluation for subsidiaries [10][11] - Subsidiaries must follow the company's guidelines for personnel management and submit regular reports on human resource information [10][11] Implementation and Compliance - Each subsidiary must develop specific implementation details to ensure compliance with the management system [12] - The board of directors is responsible for drafting and approving the management system, which will take effect upon approval by the shareholders' meeting [12]