Bohai Automotive Systems Co.Ltd(600960) and the financial business risk disposal plan of BAIC Finance Co., Ltd
Chapter I General Provisions
Article 1 in order to effectively prevent, timely control and resolve the financial business risks of Bohai Automotive Systems Co.Ltd(600960) and its subsidiaries (hereinafter referred to as “the company”) and BAIC Finance Co., Ltd. (hereinafter referred to as “BAIC finance company”) and ensure the safety of funds, this risk disposal plan is formulated in accordance with the provisions of the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 5 – transactions and connected transactions.
Chapter II Risk Disposal organization and responsibilities
Article 2 the company establishes a leading group for risk prevention and disposal (hereinafter referred to as the “leading group”), with the chairman of the company as the group leader and the first person responsible for risk prevention and disposal. The general manager and the financial leader in charge of the company also serve as the Deputy Group leader. The members of the leading group include the heads of the finance department, the audit department, the office of the board of directors, the general management department and other relevant departments.
The leading group is responsible for organizing the prevention and disposal of financial business risks. The leading group has a working group, which is coordinated and cooperated by the financial department. The working group is specifically responsible for the daily supervision and management of the financial company, and reflects the situation to the leading group in time, so that the leading group can prevent and dispose of risks according to this plan.
Article 3 responsibilities of risk disposal organization
(I) the leading group shall uniformly lead the emergency disposal of financial business risks, be fully responsible for the prevention and disposal of financial business risks in BAIC finance company, and be responsible to the board of directors. (II) 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.
(III) the working group shall urge BAIC Finance Corporation to provide relevant information in time, monitor and evaluate the operation, business and risk status of BAIC Finance Corporation, report problems to the leading group in time and start the emergency response plan.
(IV) strengthen the monitoring of risks, timely report to the leading group if problems are found, and take decisive measures to prevent the spread and spread of risks.
Chapter III information report and disclosure
Article 4 the company shall establish a financial business risk reporting system and report to the board of directors in the form of regular or interim reports. The leading group is responsible for organizing the drafting of the financial business risk assessment report, assessing the business qualification, business and risk status of BAIC finance company, reporting to the board of directors of the company, and performing the decision-making procedures and information disclosure obligations in strict accordance with the requirements of relevant laws and regulations on connected transactions.
Article 5 the financial business between the company and BAIC finance company shall perform the decision-making procedures and information disclosure obligations in strict accordance with the requirements of relevant laws and regulations on connected transactions.
Chapter IV risk emergency response procedures and measures
Article 6 BAIC finance company shall immediately start the prevention and disposal mechanism in case of any of the following circumstances:
(I) BAIC finance company violates Article 31, 32 or 33 of the measures for the administration of enterprise group finance companies;
(II) any financial index of BAIC finance company does not meet the requirements specified in Article 34 of the measures for the administration of enterprise group finance companies;
(III) BAIC finance company has run on deposits, failed to pay due debts, overdue large loans or guaranteed advances, serious computer system failure, robbery or fraud, directors or senior managers involved in serious disciplinary violations, criminal cases and other major matters;
(IV) major institutional changes, equity transactions or business risks that may affect the normal operation of BAIC finance company;
(V) the company’s deposit balance in BAIC finance company accounts for more than 30% of the deposit balance absorbed by BAIC finance company;
(VI) BAIC finance company’s loss in the current year exceeds 30% of the registered capital or 10% of the registered capital for three consecutive years;
(VII) the liabilities of BAIC finance company’s shareholders to BAIC finance company are overdue for more than one year;
(VIII) BAIC finance company is subject to administrative punishment or ordered to rectify by Bank Of China Limited(601988) Insurance Regulatory Commission and other regulatory authorities for violation of laws and regulations;
(IX) other matters that may endanger the capital safety of the listed company.
Article 7 after the occurrence of financial business risks, relevant staff shall immediately report to the leading group, which shall timely understand the information, sort out and analyze it and report it to the board of directors of the company.
Article 8 when starting the prevention and disposal procedure, the leading group shall urge BAIC finance company to provide detailed information, understand the situation through multiple channels, analyze the dynamics of risks, and formulate risk emergency treatment plan at the same time. The risk emergency response plan mainly includes but is not limited to the following contents:
(I) division of responsibilities, measures to be taken, tasks to be completed and objectives to be achieved of all departments and units.
(II) organization and implementation of various risk mitigation measures.
(III) supervision and guidance on the implementation of risk mitigation measures.
Article 9 in view of the risks, the leading group shall hold a joint meeting with BAIC finance company to require BAIC finance company to take positive measures to carry out risk self rescue and avoid risk diffusion and spread. If necessary, BAIC finance company shall be required to suspend or stop issuing new loans as appropriate, and organize the recovery of funds to ensure the safety of the company’s funds.
Chapter V disposal of follow-up matters
Article 10 after the financial business risks subside, the leading group shall strengthen the supervision of BAIC finance company, require BAIC finance company to enhance its financial strength, improve its anti risk ability, re evaluate the risks of BAIC finance company, and appropriately adjust the proportion of financial business carried out in BAIC finance company.
Article 11 if the factors affecting risks cannot be eliminated, the company shall take measures to suspend or terminate the financial business cooperation with BAIC finance company according to the actual situation.
Chapter VI supplementary provisions
Article 12 the right to interpret and revise this plan belongs to the board of directors of the company.
Article 13 the plan shall be implemented from the date of deliberation and approval by the board of directors of the company.
