Yifan Pharmaceutical Co.Ltd(002019) YIFAN PHARMACEUTICAL CO.,LTD.
Administrative measures for asset disposal
(revised in April 2002)
catalogue
Chapter I General Provisions 3 Chapter II Scope of application Chapter III responsibilities 3 Chapter IV reference standards Chapter V scope and appraisal standards of assets to be disposed Chapter VI procedures and responsibilities for disposal of assets to be disposed of 5 chapter VII disposal methods of assets to be disposed of 6 Chapter VIII approval authority for disposal of assets to be disposed of Chapter IX daily management and accounting of assets to be disposed 8 Chapter X relevant assessment regulations 9 Chapter XI Supplementary Provisions ten
Chapter I General Provisions
Article 1 These measures are formulated to strengthen asset management, standardize the asset disposal behavior of Yifan Pharmaceutical Co.Ltd(002019) (hereinafter referred to as “the company”), clarify the definition scope of assets to be disposed, and establish and improve the appraisal standards, disposal procedures and authorities of assets to be disposed.
Chapter II Scope of application
Article 2 this system is applicable to the company, its business divisions and subsidiaries.
Chapter III responsibilities
Article 3 the main responsibilities of the financial department are as follows: (I) establish the “company inventory working group”, organize the annual asset inventory, and prepare the asset inventory report; (II) evaluate the asset management effect of each asset management unit; (III) review the disposal plan of assets to be disposed prepared by each asset management department. Article 4 the main responsibilities of asset management departments (including equipment power department, storage department, administrative office department, information department, etc.): (1) be responsible for the annual inventory and report of their respective managed assets; （2） Be responsible for the daily cleaning and inventory of the assets under their respective management to ensure the safety and integrity of the assets; （3） Formulate the disposal plan of the assets to be disposed of and be responsible for its implementation. Article 5 the main responsibilities of the technical department, project department and quality inspection department: (1) review and determine the nature of the assets to be disposed; （2） Review the disposal plan of assets to be disposed. Article 6 the main responsibilities of the audit department are to review the disposal plan of the assets to be disposed of. Article 7 the main responsibilities of the general manager are: (1) to examine and approve the disposal plan of the assets to be disposed of within the scope authorized by the board of directors, and report the annual disposal results of the assets to be disposed of to the board of directors; （2） Review the disposal plan of assets to be disposed within the unauthorized scope and submit it to the board of directors for deliberation; （3） Organize the implementation of the disposal plan of assets to be disposed approved by the board of directors. Article 8 the main responsibilities of the board of directors, the board of supervisors and the general meeting of shareholders are to review the disposal plan of assets to be disposed according to the approval authority.
Chapter IV reference standards
Article 9 all parties using this system shall explore the possibility of using the latest version of the following standards: (I) accounting standards for business enterprises; (II) application guidelines for enterprise internal control – asset management; (III) articles of association and other relevant systems.
Chapter V scope and appraisal standards of assets to be disposed
Article 10 scope and category of assets to be disposed (1) the scope of assets to be disposed refers to the tangible assets such as raw materials, low-value consumables, products in process, finished products (inventory commodities), fixed assets and projects under construction that are identified by the company as having been formed in the previous production and operation process and are no longer needed or temporarily unnecessary, or can no longer be used, or have no reuse value in the future production and operation process. (2) According to the formation reasons and future availability of the assets to be disposed, the assets to be disposed are divided into three categories: backlog, to be scrapped and idle. Article 11 appraisal criteria for assets to be disposed of (I) inventory assets (raw materials, low value consumables, products in process, finished products and inventory commodities) (1) idle assets unused for more than two years; (2) The backlog of raw materials, products in process, finished products and inventory commodities caused by the suspension or change of user projects; (3) Overstock of goods in stock caused by user’s return; (4) The improvement of product technology and process leads to the idle and overstock of raw materials; (5) Materials with special needs to be reserved or materials ordered in excess due to the restriction of ordering starting point, materials with a dead time of more than two years and unable to be adjusted; (6) Other assets caused by other relevant reasons that have essentially constituted a backlog. (II) fixed assets and projects under construction (1) can be defined as fixed assets to be scrapped if they meet one of the following conditions:
① It has exceeded the specified service life and cannot be repaired or has no repair and transformation value; ② Although the use of fixed assets does not exceed the specified service life, but its actual workload exceeds its product design workload, and the continued use is prone to danger; ③ The fixed assets are damaged or lost due to natural or man-made reasons and cannot be repaired or repaired for continued use; ④ ) the old equipment replaced due to technical transformation or renewal cannot be reused; ⑤ The special equipment eliminated due to business process reengineering, product type change and process change of the company cannot be transformed and utilized; ⑥ Seriously affect environmental protection and safety, continue to use will pollute the environment, cause personal safety accidents and endanger health, and it is uneconomical to carry out transformation; ⑦ High energy consuming equipment that should be eliminated according to the national energy policy. (2) Idle fixed assets can be defined as those that meet one of the following conditions: ① equipment with low utilization rate or continuously stopped using for more than two years; ② Idle fixed assets or construction in progress eliminated due to business process reengineering, product type change and process change of the company.
Chapter VI procedures and responsibilities for disposal of assets to be disposed
Article 12 disposal process of assets to be disposed
The disposal of assets to be disposed of refers to the activities of the company to cancel, realize and enhance the value of the assets it occupies or uses through all means and methods within the scope permitted by the comprehensive operation law. The disposal of assets to be disposed of shall strictly follow the examination and approval procedures, and shall not be disposed of without approval. The process includes: (I) asset inventory the company conducts a comprehensive inventory and inventory of all assets as of December 31 every year; The centralized asset management department shall clean up and check the assets under management every month. (II) identification of assets to be disposed. The centralized asset management departments shall identify, count and summarize all kinds of assets to be disposed in accordance with the identification standards of assets to be disposed and the results of asset inventory. (III) formulation and approval of the disposal plan of the assets to be disposed of. Each asset centralized management department shall formulate the disposal plan of the assets to be disposed of according to the disposal method and actual situation of the assets to be disposed of, and perform the approval procedures according to the procedures. (IV) disposal and accounting treatment of assets to be disposed of (1) the centralized management departments of assets shall dispose of them by means of Treasury, repurchase and external bidding according to the disposal plan. (2) The financial department shall make accounting treatment according to the disposal documents provided by the centralized asset management department.
Chapter VII disposal methods of assets to be disposed
Article 13 disposal methods of assets to be disposed: for the overstocked, to be scrapped and idle assets confirmed after the annual asset inventory, the specific treatment methods are as follows: (I) the treatment of overstocked or overstocked inventory materials (1) the storage department is responsible for the treatment of overstocked or overstocked inventory materials, and the treatment methods are mainly substitution, restructuring, repurchase, sale, etc.
(2) For the overstocked or overstocked inventory materials used for substitution and restructuring, the warehousing department shall organize the relevant technical departments of the company to demonstrate and deal with them according to the issued substitution and restructuring plan. (3) For the overstocked or overstocked inventory materials repurchased and sold, the purchasing department shall find the receiving unit, and deal with them after signing the contract after the price is confirmed by the financial department. (II) disposal of overstocked products in process (1) the overstocked products in process shall be handled by the production and manufacturing department and relevant production workshops. The disposal methods mainly include profit warehouse, sale, etc. (2) The overstocked WIP in the warehouse shall be handled according to the warehouse plan issued by the deputy general manager in charge of each level after being coordinated by the production and manufacturing department, relevant production workshops and procurement departments. (3) For the overstocked work in progress sold, the production department and relevant production workshops shall give priority to finding the receiving unit in the subsidiary, and deal with it after signing the contract after the processing price is confirmed by the financial department. (III) disposal of overstocked inventory goods (1) the disposal of overstocked inventory goods is the responsibility of the deputy general manager in charge at all levels, and the disposal methods are mainly profit making, sale, etc. (2) For the overstocked goods in the warehouse, the administrative department shall organize the production department and the sales department to coordinate and deal with them according to the warehouse plan issued by the deputy general manager in charge; (3) The deputy general manager in charge at all levels shall be responsible for the sale of overstocked inventory goods, give priority to finding receiving units in subsidiaries, and deal with them after signing the contract after the price is confirmed by the financial department. (IV) the disposal of scrapped and idle fixed assets and idle fixed assets shall be implemented by the equipment power department and the procurement department, and shall be handled by means of price comparison, bidding or in accordance with relevant national regulations. The details are as follows: (1) the disposal of scrapped machinery and equipment assets mainly adopts price comparison, bidding and other methods; (2) The disposal of idle machinery and equipment assets shall be carried out in accordance with the principle of “priority adjustment within the scope of subsidiaries”. The equipment power department shall be responsible for investigating and implementing the needs of each company, confirming the processing price by the financial department and signing the contract. Machinery and equipment assets that cannot be adjusted within the scope of each company shall be sold and disposed; (3) The disposal of scrapped and demolished houses and building assets shall be handled in accordance with the relevant procedures for reporting the loss of fixed assets. (4) The scrapped vehicle assets shall be handled in strict accordance with the national regulations and procedures on scrapped vehicles, and shall be sold to the scrapped vehicle recycling and dismantling enterprises legally established in the place where the vehicle registration is located; (5) Other scrapped equipment containing toxic and hazardous materials shall be disposed of by the environmental protection and safety management department in accordance with relevant national regulations.
Chapter VIII approval authority for disposal of assets to be disposed
Article 14 approval authority for disposal of assets to be disposed of (I) disposal of inventories (1) disposal in the form of profit making shall be proposed by the business department and approved by the deputy general manager in charge. (2) In case of repurchase or sale, it shall be proposed by the business department, reviewed by the financial department and approved by the general manager in charge. (II) for the disposal of idle and scrapped fixed assets, the asset user department shall apply for scrapping and idling, and the equipment power department shall organize the project department or technical department, financial department and audit department to conduct appraisal, summarize the appraisal results and put forward suggestions for disposal. Article 15 approval authority
(I) if the amount of asset disposal meets one of the following criteria, it shall be reported to the board of directors of the company for deliberation: (1) the total amount of asset disposal accounts for more than 10% of the total audited assets of the listed company in the latest period. If the total amount of assets involved in the transaction has both book value and assessed value, the higher one shall prevail. (2) The gains and losses from asset disposal account for more than 10% of the audited net profit of the listed company in the latest fiscal year, and the absolute amount exceeds one million yuan.
(II) if the amount of asset disposal meets one of the following criteria, it shall be submitted to the general meeting of shareholders for deliberation: (1) the total amount of asset disposal accounts for more than 50% of the latest audited total assets of the listed company. If the total amount of assets involved in the transaction has both book value and evaluated value, the higher one shall prevail. (2) The gains and losses from asset disposal account for more than 50% of the audited net profit of the listed company in the latest fiscal year, and the absolute amount exceeds 5 million yuan. (3) If the amount of asset disposal exceeds 30% of the total audited assets of the listed company in the latest period for 12 consecutive months, it shall be submitted to the general meeting of shareholders for deliberation and approved by more than two-thirds of the voting rights held by the shareholders attending the meeting. (III) the disposal of assets that fail to meet the deliberation standards of the board of directors shall be authorized and approved by the chairman of the company or within the authority of the chairman of the board of directors.
If the data involved in the above index calculation is negative, its absolute value shall be taken for calculation.
Chapter IX daily management and accounting of assets to be disposed
Article 16 daily management of assets to be disposed of all centralized asset management departments shall, according to the inventory results of overstocked, to be scrapped and idle assets, implement special account management for overstocked, to be scrapped and idle assets, and divide special areas for fixed position management. (I) according to the category, quantity and amount of backlog, to be scrapped and idle assets, establish special accounts for the management of various types of backlog, to be scrapped and idle assets, register the opening balance, current disposal amount and ending balance of backlog, to be scrapped and idle assets every month, and report to the finance department every month. (II) the overstocked, to be scrapped and idle assets shall be divided into special areas or set up special signs for management, and the daily warehousing management shall be carried out in strict accordance with the provisions of the material management system. (II) routine maintenance and management must be done for the fixed assets that are idle due to the elimination of products or processes. Article 17 accounting of assets to be disposed (I) the accounting of Treasury assets shall be based on the Treasury plan issued by the production management department, and the finance department shall carry forward the corresponding cost and accounting treatment. (II) accounting of assets to be disposed of externally (1) the centralized management departments of assets assist the procurement department in signing contracts with the receiving units and performing corresponding price review procedures. (2) Each asset centralized management department shall handle the OA process for the sale of overstocked materials, and the sales office shall issue invoices according to the provisions of the contract (delivery order, transportation order and other collection vouchers). (3) At the end of each month, each asset centralized management department shall submit the detailed inventory list of overstocked or overstocked materials, together with the handling vouchers of overstocked or overstocked materials (contracts, delivery orders, etc.), to the financial department, which shall do a good job in the corresponding collection, cost and asset carry forward, as well as the provision of taxes.
Chapter X relevant assessment regulations
Article 18 the regulations on the assessment of new assets to be disposed of shall establish a strict accountability system for new overstocked, to be scrapped and idle assets within one inventory year (i.e. during two inventory periods). The company’s inventory working group shall, based on the annual inventory results, analyze the reasons for the formation of new overstocked, to be scrapped and idle assets, calculate the amount of loss, identify the responsible department and person, and submit a special report. (I) for objective reasons, which mainly refer to the new backlog, to be scrapped and idle assets caused by the user’s project dismounting, midway return, delivery without money, project suspension, design modification, use of alternative new materials, special analysis and evaluation shall be conducted on the new backlog, to be scrapped and idle assets. At the same time, the relevant responsible departments and department heads who have formed overstocked, to be scrapped and idle assets without establishing corresponding plans will be given an economic penalty of 200 yuan or more. (II) for new overstocked, to be scrapped and idle assets due to subjective reasons, mainly blind procurement or human factors, special analysis and evaluation shall be conducted on the new overstocked, to be scrapped and idle assets, and the responsibilities of relevant responsible departments and persons shall be investigated. In principle, the interest on the newly added and unused assets shall be calculated according to the interest rate of the bank and the actual liability of the Department to be scrapped at the same time
