Beijing Aerospace Changfeng Co.Ltd(600855)
In Aerospace Science and Industry Finance Co., Ltd
Risk disposal plan for handling financial business
Chapter I General Provisions
Article 1 in order to further standardize the related party transactions between Beijing Aerospace Changfeng Co.Ltd(600855) and its subsidiaries (hereinafter referred to as the “company”) and Aerospace Science and Industry Finance Co., Ltd. (hereinafter referred to as the “finance company”), effectively prevent, timely control and resolve the risks of financial business such as handling deposits, and ensure the safety of funds, this risk disposal plan is hereby formulated.
Chapter II Risk Disposal organization and responsibilities
Article 2 the company establishes a leading group for financial business risk disposal (hereinafter referred to as the “leading group”) to be responsible for organizing the prevention and disposal of financial business risks. The chairman of the company serves as the group leader and is the first person responsible for the risk prevention and disposal of financial business. The president and chief financial officer (secretary of the board of directors) serve as the Deputy group leader. The team members include the heads of the company’s finance department, audit department, discipline inspection and compliance department (compliance operation Department), securities investment department (Office of the board of directors) and other departments.
Article 3 the leading group shall set up an office to be responsible for the implementation of daily financial business risk prevention and disposal. The head of the finance department serves as the director of the office, and the members include relevant personnel of the finance department, the audit department, the discipline inspection and compliance department (compliance operation Department) and the securities investment department (Board Office).
Article 4 responsibilities of risk disposal organization
Be fully responsible for the prevention and disposal of financial business risks. Once the financial company has or may have risks, it shall immediately start the emergency plan.
(II) the leading group shall urge the finance company to provide relevant information in time, pay attention to the operation of the finance company, and timely understand the information from China Aerospace Science and Industry Corporation, its member units or regulatory authorities, so as to ensure that the information monitoring is in place and the risk prevention is effective.
(III) the finance department and other relevant departments of the company actively plan and implement various risk prevention measures according to the division of responsibilities, coordinate with each other, and jointly control and resolve risks.
(IV) relevant departments should strengthen risk monitoring, report to the leading group in time once problems are found, and take decisive measures to prevent the spread and spread of risks and minimize risks.
Chapter III Reporting and disclosure of risk events
Article 5 the company shall establish a risk reporting system to evaluate the business qualification, business and risk status of the financial company, and report to the board of directors on a regular or temporary basis.
（1） For compliance risks, check whether the financial company has a valid financial license and business license for enterprise legal person, whether it has corresponding business qualifications, and whether the basic financial indicators comply with the provisions of the people’s Bank of China, Bank Of China Limited(601988) Insurance Regulatory Commission and other regulatory authorities. （2） For the business risks of the finance company, obtain and review the audited annual financial report of the finance company before the funds are deposited in the finance company, evaluate the business qualification, business and risk status of the finance company, issue the risk assessment report, and submit it to the board of directors as a separate proposal for deliberation and disclosure. The risk assessment report shall at least include the legal compliance of the financial company and its business, whether there is any violation of the measures for the administration of enterprise group financial companies and other provisions, the main financial data of the latest year audited by an accounting firm in accordance with the provisions of the securities law, continuous risk assessment measures, etc.
（3） In order to ensure the safety of funds, during the deposit business, the company will continuously disclose the related party transactions involving the financial company in the regular report, obtain and review the financial report of the financial company every six months, issue the continuous risk assessment report, and disclose it simultaneously with the semi annual report and annual report.
The leading group and the finance department obtain and review the annual financial report of the finance company audited by a qualified accounting firm every year. The company appoints an accounting firm responsible for annual audit to dynamically evaluate and supervise the risk status of funds deposited in the financial company every year. If the financial company has any risk situation that may damage the interests of the company, such as violation of laws and regulations, business default, difficulty in ensuring the safety and recoverability of funds, the leading group shall actively take measures to protect the interests of the company and disclose it in time.
If the finance company has the above-mentioned risk situation during the agreement period and the company plans to continue to carry out relevant financial business in the next year, the company and the finance company need to re sign the financial service agreement for the next year, fully explain the main considerations and safeguard measures for continuing to carry out relevant financial business, and perform the deliberation procedures of the general meeting of shareholders.
Article 6 when the financial company has the risk of abnormal fluctuation of deposits, the leading group shall timely obtain information from the financial company, China Aerospace Science and Industry Corporation or the regulatory authority, sort out and analyze it, form a written report and submit it to the board of directors of the company for deliberation. No unit or individual may conceal, delay or falsely report the risk of deposits, or instruct others to conceal, delay or falsely report.
Article 7 the capital transactions between the company and the finance company shall strictly comply with the requirements of relevant laws and regulations on connected transactions and fulfill the decision-making procedures and information disclosure obligations.
Chapter IV Disposal of risk events
Article 8 during the deposit period of the company in the finance company, in case of any of the following circumstances, the leading group shall immediately start the disposal procedures, and the company shall timely perform the corresponding information disclosure obligations:
(I) major events such as withdrawal of deposits, failure to pay due debts, overdue large loans or guaranteed advances, and criminal cases involving directors or senior managers occur in the finance company; (II) major institutional changes, business risks and other matters that may affect the normal operation of the financial company;
(III) the liabilities of the shareholders of the finance company to the finance company are overdue for more than 6 months; (IV) any asset liability ratio index of the finance company does not meet the requirements of Article 34 of the measures for the administration of enterprise group finance companies;
(V) the financial company has been administratively punished and ordered to rectify by Bank Of China Limited(601988) Insurance Regulatory Commission and other regulatory authorities;
(VI) other matters that may bring potential safety hazards to the company’s deposit funds.
Article 9 after the disposal plan procedure is started, the leading group shall organize the finance department and other relevant departments to urge the finance company to provide detailed information and understand the situation through multiple channels. If necessary, it can enter the site to investigate the causes of deposit risk and analyze the dynamics of risk. At the same time, according to the risk causes and risk conditions, it shall implement various risk resolution measures and responsibilities specified in the risk resolution plan and formulate a risk disposal plan. The plan will be revised and supplemented in time according to the changes of deposit risk and the problems found in the implementation. The risk disposal plan mainly includes the following contents: (1) the division of responsibilities, measures to be taken, tasks to be completed and objectives to be achieved of all departments and units;
（2） Organization and implementation of various risk mitigation measures;
（3） Supervise and guide the implementation of risk mitigation measures.
Article 10 the financial leaders of the company shall take joint measures to avoid the spread of risks, including:
（1） Suspend or stop issuing new loans and organize the recovery of funds;
（2） Sell the Treasury bonds or other bonds held immediately;
（3） The funds of the interbank lending banks shall be recovered no matter whether they are due or not;
（4） Seek the opportunity to transfer the unexpired loan to other financial institutions and recover the loan principal and interest in time;
（5） When necessary, jointly draft documents and seek help from China Aerospace Science and Industry Corporation to ensure that the safety and liquidity of the company’s funds are not affected.
Chapter V handling of follow-up matters
Article 11 after the sudden deposit risk event subsides, the leading group shall strengthen the supervision of the financial company, require the financial company to enhance its capital strength, improve its anti risk ability, re evaluate the deposit risk of the financial company and adjust the deposit proportion.
Article 12 the leading group shall carefully analyze and summarize the causes and consequences of sudden deposit risks, draw experiences and lessons, improve relevant systems and plans, and do a better job in the prevention and disposal of deposit risks.
Article 13 if the factors affecting the risk cannot be eliminated, the company shall take action to withdraw all deposits.
Chapter VI supplementary provisions
Article 14 matters not covered in this plan shall be implemented in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the measures for the administration of information disclosure of listed companies, the stock listing rules of Shanghai Stock Exchange, self regulatory guidelines and other relevant laws, regulations, normative documents, the articles of association and other relevant provisions.
Article 15 this plan shall be effective after being deliberated and approved by the general meeting of shareholders of the company, and shall be disclosed to the public. This plan is interpreted and revised by the board of directors.
Article 16 the plan shall be implemented from the date of adoption by the general meeting of shareholders of the company.
Beijing Aerospace Changfeng Co.Ltd(600855)
Board of directors
March 30, 2022
