Wuxi Lead Intelligent Equipment Co.Ltd(300450)
Management system of forward foreign exchange settlement and sales business
Chapter I General Provisions
Article 1 in order to standardize Wuxi Lead Intelligent Equipment Co.Ltd(300450) (hereinafter referred to as "the company") and its subsidiaries' long-term foreign exchange settlement and sales business, effectively prevent and control risks and strengthen the management of long-term foreign exchange settlement and sales business, 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 and other relevant laws and administrative regulations This system is formulated in accordance with departmental rules and other relevant provisions as well as the relevant provisions of the articles of association.
Article 2 the term "long-term foreign exchange settlement and sales business" as mentioned in this system refers to the long-term foreign exchange settlement and sales business carried out with banks and other financial institutions with relevant business operation qualifications at home and abroad to avoid and prevent exchange rate or interest rate risks.
Article 3 this system is applicable to the long-term foreign exchange settlement and sales business carried out by the company and its wholly-owned subsidiaries and holding subsidiaries (hereinafter collectively referred to as "subsidiaries"). The long-term foreign exchange settlement and sales business of subsidiaries shall be regarded as the long-term foreign exchange settlement and sales business of the company, and this system shall apply.
Article 4 the company's long-term settlement and sale of foreign exchange shall comply with the relevant provisions of this system in addition to the provisions of relevant national laws, regulations and normative documents.
Chapter II standardized operation
Article 5 the company does not conduct foreign exchange business solely for the purpose of profit. All long-term foreign exchange settlement and sales business is based on normal production and operation, relying on specific business operations, and aiming at avoiding and preventing exchange rate risks.
Article 6 the company is only allowed to conduct transactions with banks and other financial institutions approved by relevant government departments and with relevant business operation qualifications when carrying out forward foreign exchange settlement and sales business, and shall not conduct transactions with other organizations or individuals other than the above-mentioned financial institutions.
Article 7 the company's forward foreign exchange settlement and sales transactions must be based on the prudent prediction of the company's foreign currency funds, and the foreign currency amount of the forward foreign exchange settlement and sales contract shall not exceed the total actual demand of foreign currency funds. The delivery period of forward foreign exchange settlement and sales business shall match the foreign currency amount predicted by the company.
Article 8 the company must establish a forward foreign exchange settlement and sales trading account in its own name or in the name of its subsidiaries, and shall not use the account of others for forward foreign exchange settlement and sales business.
Article 9 the company must have its own funds matching the long-term foreign exchange settlement and sales business, and shall not use the raised funds to carry out the long-term foreign exchange settlement and sales transactions directly or indirectly, and control the scale of the long-term foreign exchange settlement and sales funds in strict accordance with the long-term foreign exchange settlement and sales transaction limit deliberated and approved by the board of directors or the general meeting of shareholders, which shall not affect the normal operation of the company. Chapter III approval authority
Article 10 the approval authority for the company to carry out long-term foreign exchange settlement and sales business is as follows:
1. If the company carries out forward foreign exchange settlement and sales business, and the cumulative amount reaches or exceeds 10% of the company's latest audited net assets in a single time or within 12 consecutive months, and the absolute amount exceeds 10 million yuan, it must be approved by the board of directors.
2. If the cumulative amount of the company's forward foreign exchange settlement and sales business in a single or consecutive 12 months reaches or exceeds 50% of the company's latest audited net assets and the absolute amount exceeds 50 million yuan, it shall be submitted to the general meeting of shareholders for approval after being reviewed by the board of directors.
3. If the amount of the company's single or cumulative long-term foreign exchange settlement and sales business within 12 consecutive months does not meet the deliberation standard of the board of directors, it shall be approved by the management of the company.
Chapter IV Business Management and internal operation process
Article 11 relevant responsible departments and persons of the company:
1. The financial management department of the company is the handling department of the long-term foreign exchange settlement and sales business, which is responsible for collecting information related to exchange rate, participating in the analysis of the feasibility and necessity of the long-term foreign exchange settlement and sales business, and responsible for fund raising, business operation, accounting treatment, daily contact and management of the long-term foreign exchange settlement and sales business;
2. The sales department and other relevant departments are the basic business cooperation departments of the forward foreign exchange settlement and sales business, which are responsible for collecting information related to the exchange rate and participating in the analysis of the feasibility and necessity of the forward foreign exchange settlement and sales business;
3. The internal audit department of the company is responsible for the supervision of the long-term foreign exchange settlement and sales business;
4. Independent directors and the board of supervisors have the right to supervise and inspect the use of funds.
Article 12 the internal operation process of the company's forward foreign exchange settlement and sales business:
The financial management department and the sales department collect information related to the exchange rate, and the finance and sales personnel conduct research and judgment in combination with the trend of foreign exchange rate and other factors affecting the exchange rate fluctuation. According to the transaction amount authority, it shall be submitted to the company's management, the company's board of directors or the general meeting of shareholders for approval, and then implemented by the financial operator.
Chapter V information isolation measures
Article 13 all personnel involved in the company's long-term foreign exchange settlement and sales business and cooperative financial institutions shall abide by the company's confidentiality system and shall not disclose the company's long-term foreign exchange settlement and sales business transaction scheme, transaction situation, settlement situation, capital status and other information related to the company's long-term foreign exchange settlement and sales without permission.
Article 14 the transaction operation links of the long-term settlement and sale of foreign exchange business are independent of each other, and the relevant personnel are independent of each other. A single person shall not be responsible for the whole process of business operation, and the internal audit department of the company shall be responsible for supervision.
Chapter VI internal risk management
Article 15 the company shall carefully select the cooperative financial institutions. During the operation of forward foreign exchange settlement and sales business, the financial management department shall timely settle with the financial institutions according to the foreign exchange amount, exchange rate and delivery period agreed in the forward foreign exchange settlement and sales contract signed with the financial institutions.
Article 16 when the exchange rate fluctuates violently, the financial management department shall timely organize a meeting, convene relevant personnel to analyze, make countermeasures, and report relevant information in time.
Article 17 in case of major risks or possible major risks in the company's long-term foreign exchange settlement and sales business, the financial director shall timely submit analysis reports and solutions, and track the business progress at any time; The internal audit department shall earnestly perform the supervision function, report any violation to the board of directors immediately and notify the Secretary of the board of directors in a timely manner.
Chapter VII information disclosure and archives management
Article 18 the company's long-term foreign exchange settlement and sales business shall be disclosed in accordance with the provisions of the Shenzhen Stock Exchange GEM Listing Rules, the Shenzhen Stock Exchange gem listing company operation specifications and other relevant regulatory rules.
Article 19 the financial management department shall be responsible for keeping the business files such as forward settlement and sale of foreign exchange transaction materials and delivery materials, as well as the original files such as business transaction agreements and authorization documents for at least ten years.
Chapter VIII supplementary provisions
Article 20 the system shall be formulated, modified and interpreted by the board of directors of the company.
Article 21 matters not covered in this system shall be implemented in accordance with relevant laws, regulations, normative documents or the articles of association. If this system is inconsistent with the provisions of relevant laws, regulations and normative documents issued in the future, it shall be implemented in accordance with the provisions of relevant laws, regulations and normative documents and revised in time. Article 22 the system shall come into force after being deliberated and approved by the board of directors of the company, and the same is true for modification.
