Aerospace Ch Uav Co.Ltd(002389)
Measures for the administration of currency derivatives business
Chapter I General Provisions
Article 1 in order to strengthen the management of the company’s currency derivatives business, standardize the operation of currency derivatives business, and effectively prevent and control the risks caused by exchange rate fluctuations to the company’s operation, According to the securities law of the people’s Republic of China, the notice on matters related to effectively strengthening the management of financial derivatives business (Guo Zi fa cai Ping GUI [2020] No. 8) and the notice on matters related to further strengthening the management of financial derivatives business (Guo Zi Ting fa cai Ping [2021] No. 17) These measures are formulated in combination with the actual situation of the company, including laws, regulations and normative documents such as self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board.
Article 2 These measures are applicable to the company’s currency derivatives business.
Article 3 the term “currency derivative business” as mentioned in these Measures refers to the financial derivative business with currency or interest rate as the underlying asset, including forward contracts, futures, options, swaps, etc.
Chapter II Basic Management Principles
Article 4 all transactions of the company’s currency derivatives business are based on normal production and operation, do not conduct foreign exchange transactions solely for profit, rely on specific business operations, do not exceed the specified business scope, strictly abide by the principles of hedging and risk neutrality, and aim to avoid and prevent exchange rate risks.
Article 5 the scale and term of all currency derivative businesses of the company shall be within the scope of the capital demand contract. In principle, they shall correspond to the capital demand contract one by one. The time limit of a single business shall not exceed 12 months or the time specified in the contract. It is not allowed to engage in long-term business or extend it blindly.
Article 6 in carrying out currency derivatives business, the company is only allowed to conduct transactions with financial institutions approved by the people’s Bank of China and the State Administration of foreign exchange and qualified for currency derivatives business, and shall not conduct transactions with other organizations and individuals other than the above-mentioned financial institutions. The company must conduct currency derivatives business in the name and account of the company, and shall not use the account or name of others.
Article 7 the operation and management of the company’s currency derivatives business shall comply with the regulatory requirements of the state, regulatory authorities and superior units. If the relevant regulatory authorities have clear provisions on specific matters, their provisions shall prevail. Chapter III responsibilities and authorities
Article 8 the board of directors and the general meeting of shareholders of the company are responsible for reviewing the company’s annual monetary derivatives business plan according to their duties and authorities. The specific approval authorities are as follows:
(I) if the amount of the company’s single currency derivative business transaction or accumulated within 12 consecutive months accounts for less than 50% of the net assets of the audited consolidated statements of the company in the latest fiscal year, it shall be approved by the board of directors.
(II) if the amount of the company’s single currency derivative business transaction or accumulated within 12 consecutive months accounts for more than 50% of the net assets of the audited consolidated statements of the company in the latest fiscal year, it shall be submitted to the general meeting of shareholders for approval after being deliberated and approved by the board of directors.
(III) if it constitutes a connected transaction, the examination and approval procedures for connected transactions shall be performed.
The service life of the company’s planned quota for carrying out currency derivatives business shall not exceed 12 months, the transaction amount at any point in the period shall not exceed the business plan quota, and the extended business quota shall not be calculated repeatedly.
Article 9 the general manager’s office meeting of the company shall be responsible for examining and approving the scope and personnel list of transaction authority according to the business plan, including the list of transaction authority of internal personnel of the company, the scope of authorized agency of qualified professional institutions and the list of personnel with transaction authority, etc.
Article 10 the Financial Sharing Service Center is the centralized management department of currency derivatives business, and is responsible for formulating the management system of the company’s currency derivatives business; Set up a risk management post to be responsible for risk control in business; Be responsible for organizing department personnel to operate or entrust qualified professional institutions to operate specific business transactions according to the actual business situation and the scope of authority; Be responsible for the collection, sorting and archiving of daily decision records, transaction instructions and execution records, fund transfer records and archives. Strictly implement the principle of separation of incompatible posts and personnel, and rotate and train regularly. The department head is the direct responsible person, and the business leader of the company is the main responsible person.
Article 11 the audit and legal department is the audit and supervision department of the company’s currency derivative business transactions, and sets up an audit post to be responsible for audit supervision and inspection.
Chapter IV annual plan management
Article 12 the company implements the annual plan management on the currency derivatives business. The Financial Sharing Service Center is responsible for formulating the annual business plan of the company’s currency derivatives business according to the annual business plan and the actual situation of the company, which can be implemented only after the approval process is performed in accordance with Article 8 of the system. Article 13 all currency derivative business transactions must be strictly limited to the approved business plan, shall not operate beyond the scope, shall not carry out any currency derivative business outside the approved annual business plan or in a disguised form, and shall not change the annual business plan at will. In case of major changes in the market environment, adjustment of national economic policies, change of the company’s business plan and other circumstances that really need to be adjusted, an application for adjustment of the annual business plan shall be submitted in time, and the examination and approval procedures shall be performed in accordance with Article 8 of the system.
Chapter V business management process
Article 14 the business department is responsible for providing materials such as the performance of foreign currency business and the expected collection time.
Article 15 the Financial Sharing Service Center is responsible for the daily management of currency derivatives business, the research and judgment of the change trend of RMB exchange rate, the principle of hedging and risk neutrality, and the purpose of reducing the risk of exchange rate fluctuation, according to the business situation of the company, the change trend of exchange rate and the quotation of various financial institutions, Put forward the transaction application of currency derivatives business in the annual business plan and submit it to the personnel with transaction authority for approval.
Article 16 The Financial Sharing Service Center shall timely establish a currency derivative business transaction account, register each transaction, and register the entrusted transaction date, transaction amount, transaction price, delivery date and other important information of currency derivative business transactions.
Article 17 The Financial Sharing Service Center shall timely track the change status of transactions, properly arrange the delivery funds, and strictly control the occurrence of default risk.
Article 18 the audit and legal department shall audit and supervise the actual operation, fund use and profit and loss of currency derivatives business.
Chapter VI risk control measures
Article 19 in case of any change in the responsibilities of relevant authorized personnel, the authorization shall be suspended or re authorized in time, and the person in charge of the enterprise is strictly prohibited from directly trading.
Article 20 the company shall give priority to the use of the credit line in financial institutions instead of the deposit. If it is really necessary to pay the deposit, the Financial Sharing Service Center shall implement special management on the deposit and other capital accounts, and strictly perform the deposit approval process in accordance with the provisions of the company.
Article 21 during the operation of currency derivatives business, the Financial Sharing Service Center shall formulate specific operation plans according to the annual business plan, implement them after approval according to the specified procedures, and make timely settlement according to the agreed foreign exchange amount, exchange rate and delivery period.
Article 22 The Financial Sharing Service Center shall timely understand the regulatory requirements of the currency derivatives business and the risks of market transactions, and timely adjust and improve the relevant management systems of the company.
Article 23 The Financial Sharing Service Center shall check the data every month and report the business development to the business leader in charge of the company.
Article 24 when the exchange rate fluctuates greatly, and the floating loss of a single currency derivative business reaches 50% of the corresponding margin of the business or occupies 50% of the credit line, the Financial Sharing Service Center shall timely analyze, pay close attention to the change of floating loss, and timely report the relevant information to the competent leader of the company’s business; When the exchange rate fluctuation increases significantly and the floating loss of a single currency derivative business reaches 70% of the corresponding margin of the business or 70% of the credit line, the Financial Sharing Service Center shall communicate with the bank in time, report the relevant information to the competent leader of the company’s business in time and submit it to the general manager’s office meeting for decision-making.
Article 25 the company shall strictly implement relevant file management systems and properly keep all transaction records, documents, accounts, original vouchers and other materials related to currency derivatives business. Chapter VII Supervision and inspection and accountability
Article 26 the audit and legal department of the company shall carry out special business inspection, focusing on whether there are illegal operations such as exceeding variety, scale, deadline and authorization, and whether there is a risk of major loss.
Article 27 for the problems found in internal supervision, the relevant departments shall timely report to the relevant leaders of the company and urge the rectification in place.
Article 28 in case of conducting business in violation of these measures, failing to perform or correctly perform duties, or neglecting management, resulting in losses or other adverse consequences to the company, the relevant responsible persons shall be accountable in accordance with relevant regulations.
Article 29 the clues of problems suspected of violating discipline or duty violation or duty crime shall be transferred to the discipline inspection institution with jurisdiction; If it is suspected of other crimes, it shall be transferred to the state supervision organ or relevant judicial organ. The standard of loss involved in the investigation and punishment of disciplinary violations and criminal acts shall be implemented in accordance with the provisions of relevant national laws and regulations.
Chapter VIII supplementary provisions
Article 30 these Measures shall come into force as of the date of promulgation.
Article 31 the board of directors shall be responsible for the interpretation of these measures.
