Sanyou Corporation Limited(300932)
Futures hedging business management system (Revised Version)
Chapter I General Provisions
Article 1 in order to regulate the futures hedging business of Sanyou Corporation Limited(300932) (hereinafter referred to as "the company") and effectively prevent and control risks, this system is formulated in accordance with the relevant provisions of the Shenzhen Stock Exchange gem stock listing rules, the Shenzhen Stock Exchange GEM listed companies' standardized operation guidelines and the company's charter, and in combination with the actual situation of the company.
Article 2 the company conducts futures hedging business with the purpose of avoiding the risks caused by price fluctuations in production and operation, and carries out futures hedging transactions (hereinafter referred to as "futures transactions") in combination with the company's business plan, so as to control business risks, improve the company's ability to resist market fluctuations and ensure the steady development of the company's business.
Article 3 this system applies to both wholly-owned subsidiaries and holding subsidiaries of the company (hereinafter referred to as "subsidiaries"), and subsidiaries shall not conduct hedging business without consent.
Article 4 when engaging in futures hedging business, the company shall follow the following principles:
1. The purpose of the company's futures hedging business is to avoid the risk of price fluctuation of main raw materials, and shall not engage in speculation and arbitrage transactions;
2. The futures hedging business of the company is limited to the futures varieties related to the raw materials required for the operation of the company, and shall not participate in other futures businesses;
3. In principle, the amount of futures hedging conducted by the company shall not exceed the amount of hedging required in the production and other business plans;
4. The company shall establish a hedging transaction account in its own name and shall not use the account of others for hedging business;
5. The company shall have its own funds matching the hedging guarantee fund, and shall strictly control the capital scale of hedging, which shall not affect the normal operation of the company.
Chapter II approval authority
Article 5 the company's hedging business shall be approved by the board of directors. The amount of margin occupied by hedging shall be controlled within the amount approved by the board of directors every year. Within the approved amount, each specific operation does not need to be approved by the board of directors. If the maximum amount of the deposit accounts for more than 50% of the company's audited net assets in the latest year and the absolute amount exceeds 50 million yuan, the board of directors shall submit it to the general meeting of shareholders for deliberation. The hedging business must be strictly limited to the approved hedging plan and shall not operate beyond the scope.
Chapter III authorization system
Article 6 the account opening contract concluded between the company and the futures brokerage or agency shall be signed by the general manager of the company or the person authorized by the general manager after being reviewed in accordance with the relevant contract management regulations and procedures of the company.
Article 7 the company implements authorization management for futures trading operations. The transaction authorization letter shall list the list of persons who have the right to trade, the specific types of transactions that can be engaged in, the transaction limit and the authorization period. The power of attorney for futures trading shall be signed by the general manager of the company or the person authorized by the general manager.
Article 8 the authorized person shall exercise the right honestly and in good faith within the scope of the right specified in the power of attorney. Only the authorized person specified in the power of attorney can exercise the rights listed in the power of attorney.
Article 9 if the authorized person changes due to various reasons, the authorized authority shall be adjusted immediately, and the authorized person shall immediately notify the relevant parties of the business. The authorized person will no longer enjoy all the rights granted by the original power of attorney from the time of notification.
Chapter IV Organization, functions and risk management
Article 10 companies involved in futures hedging business transactions shall strictly perform their respective duties and control the trading risks of futures business.
Article 11 the responsibilities of the company's financial department include:
(I) be responsible for accounting treatment and accounting management of futures business;
(II) examine and approve the annual futures hedging volume and stop loss floor of the company and its subsidiaries, as well as the futures trading application exceeding the declared futures hedging scheme;
(III) supervise the hedging scheme, and supervise the futures trading not conducted through the futures platform of the supply chain management department, the futures trading for the purpose of speculation and other violations of the measures for the management of futures business;
(IV) inspect and audit the whole process of the futures business operation of the supply chain management department to control the risk of futures trading.
Article 12 the responsibilities of the company's supply chain management department include:
(I) be responsible for the daily specific operation of futures business, including unified fund management, specific operation of futures trading, account management and relevant archives storage;
(II) be responsible for establishing and improving specific rules for the management of futures business, including futures trading operation process, risk control mechanism, risk measurement system and capital security;
The futures risk measurement system specifically includes:
1. Capital risk: calculate the amount of margin occupied, floating profit and loss, the amount of available margin, the amount of margin required for the proposed position, and the amount of margin reserves that may need to be added;
2. Price change risk of hedging position: calculate the margin demand and profit and loss risk of established position and required position after price change according to the hedging scheme;
3. The supply chain management department shall give professional suggestions and guidance to the futures business operation of subsidiaries. If the futures trading volume applied by the subsidiary is suspected to be abnormal, the supply chain management department shall give formal feedback to the relevant subsidiary to reconfirm whether the trading order is correct;
4. If there are special risks in the futures business transactions of subsidiaries, such as insufficient margin and abnormal fluctuations in futures prices, the supply chain management department shall timely remind relevant subsidiaries;
5. Regularly report the trading situation of futures business.
Article 13 the responsibilities of a subsidiary engaged in futures hedging business include:
(I) abide by the trading rules and this system stipulated by the relevant futures exchanges, determine the hedging amount and the bottom limit of stop loss according to the actual production and operation plan, ensure that the scheme complies with the hedging principle, and no speculative trading is allowed;
(II) pay and supplement the security deposit in accordance with the provisions;
(III) make decisions according to the established hedging scheme and market, and issue specific trading orders in time; (IV) establish and improve the futures business risk management measures of the unit and submit them to the Finance Department of the company for filing, including futures trading operation process, risk control mechanism, risk measurement system, capital security and financial accounting management; (V) accounting treatment shall be carried out in strict accordance with the accounting methods and guidelines for futures business. The company shall have its own funds matching the hedging business and shall not use the raised funds for direct or indirect transactions. The company shall strictly control the capital scale of transactions and shall not affect the normal production and operation of the company.
Article 14 a subsidiary must determine the hedging amount and submit an application for futures trading in strict accordance with the needs of production and operation. In principle, the hedging amount shall not exceed one-third of the annual budget. The futures business is limited to the operation of preserving and avoiding risks of raw materials required by the production of each unit, and any speculation for the purpose of profit is strictly prohibited.
Article 15 subsidiaries must add margin in time to avoid margin risk. If the addition is not timely and the closing order is not issued, the supply chain management department can forcibly close the position according to the rules of the futures exchange, and the profits and losses generated after the forcible closing shall be borne by the subsidiaries. If the original margin amount of the subsidiaries is still insufficient to make up for the losses after the closing, Subsidiaries need to make up the balance in time to ensure the normal operation of futures platform business.
Article 16 the futures business shall implement a stop loss mechanism. When the loss amount of futures business reaches the preset loss limit, start the loss stop mechanism. In principle, the part with loss shall be closed. If it is necessary to continue holding positions, it shall be reported to the Finance Department of the company for approval.
Article 17 the evaluation standard of hedging effect adopts the comparison result of "monthly average price" and actual procurement cost as the evaluation standard according to the actual situation of subsidiaries. When the actual purchase cost is lower than the monthly average price, hedging is successful even if there is a loss in the futures market. When the actual purchase cost is higher than the monthly average price, hedging fails even if it generates profits in the futures market.
Where: monthly average price: refers to the monthly average value of the daily settlement price of the spot contract of Shanghai Futures Exchange corresponding to the month of delivery.
Actual purchase cost: refers to the purchase price calculated after the closing profit and loss of the futures contract in the current month offsets the spot purchase cost.
Article 18 strengthen the professional ethics and business training of relevant personnel, and arrange and use relevant staff of futures business in strict accordance with regulations.
Chapter V operation system
Article 19 the company is the centralized management and operation platform of futures hedging business, and the financial department of the company is responsible for coordinating, guiding and supervising the futures business of subsidiaries; The supply chain management department of the company is the futures trading operation platform, which is responsible for futures trading fund management, trading operation, accounting treatment and relevant archives storage; The futures trading company shall be responsible for issuing the futures trading instructions and paying the futures trading margin of the subsidiary company on time.
Article 20 the subsidiary of the company shall formulate the annual futures hedging plan of the unit according to the annual budget, determine the annual hedging amount of raw materials and the stop loss limit of futures business, and report it to the Finance Department of the company; The financial department of the company shall formulate the annual futures hedging volume and the stop loss floor of futures business according to the annual budget and the hedging volume of subsidiaries, and report to the general manager of the company for approval.
Article 21 within the scope of annual futures hedging volume, a subsidiary shall submit an application for futures operation to the supply chain management department of the company according to the market conditions and pay the margin. The supply chain management department of the company shall operate uniformly according to the instructions of the subsidiary. The subsidiary shall not operate the futures business independently or entrust external units.
Article 22 futures trading that exceeds the annual futures hedging volume shall be applied separately and can be operated only after being approved by the board of directors or the general meeting of shareholders of the company.
Article 23 the funds required by the exchange shall be reported by the subsidiary proposing the transaction to the supply chain management department, which shall operate uniformly according to the entrusted instructions of the subsidiary.
Chapter VI operation process
Article 24 hedging procedures for buying futures
This kind of futures hedging is aimed at the futures hedging of buying relevant contracts in the futures market when the sales price has been or is relatively determined, such as worrying about the price rise of raw materials in the later stage.
(I) formulating futures hedging plan or hedging relationship documents
1. The futures business manager and the procurement business manager shall, in combination with the order sales price estimation, irregularly formulate the futures hedging scheme or formulate the hedging relationship document and submit it to the supply chain management department for approval.
2. The contents of futures hedging scheme or hedging relationship documents mainly include the analysis and prediction of futures and spot market trend, raw material demand plan, hedging quantity, hedging price range, hedging proportion and time span.
(II) multi order opening of futures
1. Futures traders shall start trading step by step according to the approved futures hedging scheme or hedging relationship documents, and complete the application form for buying futures hedging transaction.
2. Futures traders check the matching between futures positions and futures hedging, and report the wrong orders to the futures business manager in time for immediate correction.
(III) spot purchase and multi order closing of futures
1. The spot purchase after multi order closing is divided into cash conversion and physical delivery. The multi order closing of cash conversion is divided into disk closing and entrusted Exchange closing. The following multi order closing procedures shall not be implemented for the multi order closing of futures for physical delivery and the closing of positions entrusted to the exchange.
2. The futures business manager and the procurement business manager shall, in combination with the inventory of raw materials and the analysis and prediction of the trend of futures and spot market (including the tracking of the price difference between spot price and futures price), formulate the hedging and closing plan of buying futures or communicate orally with the supply chain management department. After approval, the spot shall be purchased during the closing of futures.
Article 25 hedging procedures for selling futures
This kind of futures hedging refers to the futures hedging of selling relevant contracts in the futures market when the purchase price of raw materials has been determined, such as worrying about the impact of later price decline on sales.
(I) formulate futures hedging plan
1. The futures business manager and the procurement business manager shall irregularly formulate futures hedging plans or hedging relationship documents in combination with the company's raw material inventory and the estimated purchase quantity of the next month, and submit them to the supply chain management department for approval.
2. The content of futures hedging scheme or hedging relationship document mainly includes the analysis and prediction of futures and spot market trend, inventory quantity, hedging quantity, hedging price range, hedging proportion and time span. (II) futures short order opening
1. Futures traders shall start trading step by step according to the approved hedging scheme or hedging relationship documents, and complete the application form for selling futures hedging transaction.
2. Futures traders shall check the matching of futures positions and Futures Hedging schemes sold during the session, and report the wrong orders to the futures business manager in time for immediate correction.
(III) futures short order closing
The futures business manager shall, in combination with the sales progress, the analysis and prediction of the futures and spot market trend (including the tracking of the price difference between the spot price and the futures price, etc.), timely formulate the hedging and closing position plan of selling futures or orally report it to the supply chain management Department, start the gradual trading after approval, and complete the filling in of the hedging and closing position application form of selling futures.
Chapter VII reporting system
Article 26 the supply chain management department of the company shall submit weekly reports on futures business transactions to the general manager every week, including futures trading positions, floating profits and losses, cumulative profits and losses of closed positions and available funds; Feed back relevant futures business trading information to relevant subsidiaries.
Article 27 a subsidiary engaged in futures hedging business shall submit a statement of futures trading as of the end of the previous month before the 10th day of each month. The statement of futures trading shall be used as the monthly routine statement of the subsidiary.
Chapter VIII archives management system
Article 28 the company shall be responsible for the custody of the original trading data, settlement data and other business files of futures hedging, domestic futures business account opening documents, authorization documents, various internal reports, issuance and reply documents and other files for at least 10 years.
Chapter IX confidentiality system
Article 29 the relevant personnel of the company's futures hedging business shall abide by the company's confidentiality system. Article 30 without permission, the relevant personnel of the company's futures hedging business shall not report to non relevant parties
