000408SZSE

对外担保制度 (External Guarantee System)

Zangge Mining Company Limited··7 pages

✨ AI Summary

This document outlines the external guarantee system for Kangsheng Mining Co., Ltd. It details the principles, review process, and management of external guarantees to protect shareholder interests and control risks. The system specifies approval procedures, disclosure requirements, and responsibilities for ensuring compliance and mitigating potential losses from guarantees.

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Kangsheng Mining Co., Ltd.

External Guarantee System

Chapter 1 General Provisions

Article 1 To protect the interests of shareholders and investors of Kangsheng Mining Co., Ltd. (hereinafter referred to as "the Company"), regulate the Company's external guarantee activities, control the Company's asset operation risks, and promote the Company's healthy and stable development, in accordance with the "Civil Code of the People's Republic of China," "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Supervision Guidelines for Listed Companies No. 8 - Supervision Requirements for Capital Transactions and External Guarantees of Listed Companies," "Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange," and other laws, regulations, normative documents, and business rules of the Shenzhen Stock Exchange, and in accordance with the "Articles of Association of Kangsheng Mining Co., Ltd." (hereinafter referred to as the "Articles of Association"), this System is formulated.

Article 2 For the purposes of this System, external guarantee refers to the act of providing a guarantee for the debt of a third party as a debtor, in accordance with legal provisions or the agreement of the parties, including the Company's guarantees for its holding subsidiaries. Guarantees provided by the Company for its own needs, such as pledges or mortgages in daily transactions and loan applications to commercial banks or other financial institutions, are not applicable to this System.

The total amount of external guarantees of the Company and its holding subsidiaries referred to in this System is the sum of the Company's total external guarantees, including guarantees for its holding subsidiaries, and the total external guarantees of its holding subsidiaries.

Counter-guarantees provided by the Company and its holding subsidiaries shall be handled in accordance with the relevant provisions on guarantees, and the corresponding review procedures and information disclosure obligations shall be fulfilled based on the amount of the counter-guarantee provided, except for counter-guarantees provided by the Company and its holding subsidiaries for guarantees based on their own debts.

Article 3 For the purposes of this System, a guarantee contract includes a suretyship contract, a mortgage contract, a pledge contract, etc., which may be a separately concluded written contract (including letters, faxes, etc. with a guarantee nature between the parties) or a guarantee clause in the principal contract.

Article 4 If a holding subsidiary of the Company provides a guarantee for an entity outside the scope of the consolidated financial statements, it shall be deemed as a guarantee provided by the Company and shall be handled in accordance with this System.

If a holding subsidiary of the Company provides a guarantee for a legal person or other organization within the scope of the consolidated financial statements, the Company shall disclose it in a timely manner after the holding subsidiary completes the review procedures, except for guarantee matters that need to be submitted to the Company's shareholders' meeting for review in accordance with Article 12 of this System.

Guarantees provided by a holding subsidiary to the Company are not subject to the preceding provisions.

Chapter 2 Basic Principles of External Guarantees

Article 5 The Company shall provide external guarantees only after being reviewed and approved by the Company's board of directors or shareholders' meeting in accordance with legal procedures. The Company shall not provide guarantees without the review and approval of the board of directors or shareholders' meeting.

Article 6 The Company's external guarantees shall adhere to the principles of legality, prudence, mutual benefit, and safety, and shall strictly control guarantee risks.

Chapter 3 Review of External Guarantee Objects

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