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汇中股份: 汇中股份重大投资管理制度
Zheng Quan Zhi Xing· 2025-05-22 12:30
Core Points - The document outlines the major investment management measures for Huizhong Instrument Co., Ltd. to regulate external investment activities and enhance economic efficiency while protecting shareholders' rights [1][2][3] Chapter 1: General Principles - The investment management measures apply to the company and its subsidiaries [1] - Major investment matters include both entity investments (such as establishing wholly-owned, controlling, or joint ventures) and financial investments (including securities, futures, and other derivative products) [1] Chapter 2: Responsibilities - The decision-making bodies for external investments are the shareholders' meeting, board of directors, and general manager, with no other departments or individuals authorized to make investment decisions [2] - The Strategic Committee of the board is responsible for researching investment directions, approving off-plan investment projects, and conducting dynamic supervision of major investment projects [2] Chapter 3: Investment Approval Authority - Investments meeting certain thresholds require approval from the shareholders' meeting, including transactions involving assets over 50% of the company's total audited assets or revenue exceeding 50% of the company's audited revenue [3][4] - Other investments can be approved by the board of directors if they meet specified criteria, such as transactions involving assets over 10% of total audited assets [4][5] Chapter 4: External Investment Management - External investment projects must undergo feasibility studies, including the preparation of project proposals and feasibility reports [6] - The feasibility study must be assessed by the company's functional departments or qualified consulting agencies [6] Chapter 5: Financial Investment Management - The company restricts securities investments, entrusted financial management, and derivative product investments, requiring board or shareholder approval for such activities [7] - Qualified financial institutions must be selected for entrusted financial management, with clear contracts outlining responsibilities [7] Chapter 6: Fixed Asset Investment Management - Major fixed asset investments must comply with national management requirements and undergo a similar approval process as other investments [8] Chapter 7: Investment Process Management - The company and its departments must track investment progress and report any significant risks or deviations from expected outcomes to management [8] - The board should regularly review the execution and effectiveness of major investment projects [8] Chapter 8: Supplementary Provisions - Any matters not covered by these measures will follow national laws and the company's articles of association [8] - The board of directors is responsible for interpreting these measures, which take effect upon approval by the shareholders' meeting [8]