广东派生智能科技股份有限公司 关于独立董事辞职的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或重大遗漏。 广东派生智能科技股份有限公司（以下简称"公司"）董事会于近日收到公 司独立董事蔡镇顺先生的书面辞职报告，蔡镇顺先生因个人任职原因申请辞去公 司独立董事职务，以及第五届董事会审计委员会、第五届薪酬与考核委员会的相 应职务。蔡镇顺先生原定任期至第五届董事会届满止。辞职后，蔡镇顺先生不在 公司担任任何职务。截至本公告披露日，蔡镇顺先生未直接或间接持有公司股份， 不存在应当履行而未履行的承诺事项。 鉴于蔡镇顺先生的辞职将导致公司独立董事人数少于董事会成员的三分之 一，根据《深圳证券交易所上市公司自律监管指引第 2 号——创业板上市公司规 范运作》《公司章程》的有关规定，蔡镇顺先生的辞职报告将在公司股东大会选 举产生新任独立董事之日起正式生效。在辞职报告生效之前，蔡镇顺先生仍将按 照《深圳证券交易所创业板股票上市规则》《深圳证券交易所上市公司自律监管 指引第 2 号——创业板上市公司规范运作》等法律法规、规范性文件及《公司章 程》的有关规定继续履行独立董事及董事会专门委 ...

广东派生智能科技股份有限公司 （以下无正文） （本页无正文，为《广东派生智能科技股份有限公司独立董事关于相关事项 的独立意见》签署页） 吴向能 熊锐 蔡镇顺 独立董事关于相关事项的独立意见 根据《关于在上市公司建立独立董事制度的指导意见》、《上市公司治理准 则》、《深圳证券交易所创业板股票上市规则》、《深圳证券交易所上市公司自 律监管指引第 2 号——创业板上市公司规范运作》等法律法规和规范性文件及广 东派生智能科技股份有限公司（以下简称"公司"）《独立董事工作制度》、《公 司章程》的有关规定，作为公司独立董事，本着对公司、全体股东和投资者负责 的态度，认真审查了公司召开的第五届董事会第十二次会议审议的相关议案，经 讨论，现发表如下独立意见： 一、关于全资子公司开展外汇套期保值业务的独立意见 我们认为：公司全资子公司肇庆鸿特和台山鸿特开展外汇套期保值业务的 审批程序合法、合规，且公司已根据有关法律规定的要求建立了《外汇套期保 值业务管理制度》及有效的风险控制措施。在符合国家法律法规和《公司章 程》相关规定，确保不影响公司正常生产经营的前提下，公司适时开展外汇套 期保值业务，有利于防范汇率波动风险，不存在损害公 ...

证券代码：300176 证券简称：派生科技 公告编号：2023-029 广东派生智能科技股份有限公司 广东派生智能科技股份有限公司（以下简称"公司"）第五届董事会第十二 次会议通知已送达全体董事，本次会议于 2023 年 8 月 15 日在公司一层会议室以 通讯与现场相结合的方式召开。本次会议应参加董事 7 人，实际参加董事 7 人， 本次会议由董事长卢楚隆先生主持，公司监事和高级管理人员列席了本次会议。 本次会议的内容以及召集、召开的方式、程序均符合《公司法》等有关法律、行 政法规、部门规章、规范性文件和《公司章程》的规定。与会董事经过充分的讨 论，通过以下决议： 一、审议通过《关于全资子公司开展外汇套期保值业务的议案》 为提高资金利用率，防范外汇市场风险，公司董事会同意全资子公司广东鸿 特精密技术肇庆有限公司（以下简称"肇庆鸿特"）和广东鸿特精密技术（台山） 有限公司（以下简称"台山鸿特"）在合计不超过人民币 3 亿元（或其他等值外 币）的额度内开展外汇套期保值业务，期限自董事会审议通过之日起 12 个月。 公司独立董事就此事项发表了同意的独立意见。 具体内容详见公司同日披露于巨潮资讯网（http://w ...

证券代码：300176 证券简称：派生科技 公告编号：2023-031 广东派生智能科技股份有限公司 关于全资子公司开展外汇套期保值业务的公告 本公司及董事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或者重大遗漏。 1、主要涉及币种及业务品种 肇庆鸿特和台山鸿特拟开展的外汇套期保值业务只限于从事与其生产经营 所使用的主要结算货币相同的币种，包括但不限于美元等跟实际业务相关的币 种。外汇套期保值业务品种包括但不限于远期结售汇、外汇掉期、外汇买卖等 或前述产品的组合业务。 2、业务规模及资金来源 肇庆鸿特和台山鸿特使用自有资金与银行等金融机构开展总额合计不超过 人民币3亿元或等值外币的外汇套期保值业务。 3、业务期限及授权 本次拟开展的外汇套期保值业务经董事会审议通过之日起12个月内可循环 滚动使用，期限内任一时点的交易金额不超过已审议额度，并授权公司管理层 在额度范围内具体实施上述外汇套期保值业务相关事宜，包括但不限于负责外 汇套期保值业务运作和管理、签署相关协议及文件。 4、合作机构 经国家外汇管理局和中国人民银行批准，具有办理外汇套期保值业务经营 1 广东派生智能科技股份有限公司 ...

第五届监事会第八次会议决议公告 本公司及监事会全体成员保证信息披露的内容真实、准确、完整，没有虚 假记载、误导性陈述或者重大遗漏。 证券代码：300176 证券简称：派生科技 公告编号：2023-030 广东派生智能科技股份有限公司 具体内容详见公司同日披露于巨潮资讯网（http://www.cninfo.com.cn）上 的相关文件。 表决结果：同意 3 票，反对 0 票，弃权 0 票。 特此公告。 广东派生智能科技股份有限公司监事会 2023 年 8 月 15 日 广东派生智能科技股份有限公司（以下简称"公司"）第五届监事会第八次 会议通知已送达全体监事，会议于 2023 年 8 月 15 日在公司一层会议室以现场方 式召开。本次会议应到监事 3 人，实到监事 3 人，公司高级管理人员列席了本次 会议。本次会议的内容以及召集、召开的方式、程序均符合《公司法》和《公司 章程》的规定。本次会议由监事会主席蒋晨刚先生主持，与会监事经过充分的讨 论，通过以下决议： 一、审议通过《关于全资子公司开展外汇套期保值业务的议案》 经审核，监事会认为：公司全资子公司肇庆鸿特和台山鸿特根据实际业务需 要开展外汇套期保值业务， ...

广东派生智能科技股份有限公司 关于全资子公司开展外汇套期保值业务的可行性分析报告 广东派生智能科技股份有限公司（以下简称"公司"）全资子公司广东鸿 特精密技术肇庆有限公司（以下简称"肇庆鸿特"）和广东鸿特精密技术（台 山）有限公司（以下简称"台山鸿特"）拟使用合计不超过人民币3亿元（或其 他等值外币）开展外汇套期保值业务，具体情况如下： 一、开展外汇套期保值业务的目的 鉴于肇庆鸿特和台山鸿特主营业务中外销占比较大，其主要采用美元进行 结算，当收付货币汇率出现较大波动时，产生的汇兑损益对公司的经营业绩会 造成一定影响。为有效规避和防范外汇市场风险，防止汇率大幅波动对公司生 产经营造成的不利影响，肇庆鸿特和台山鸿特拟根据经营情况与银行等金融机 构开展外汇套期保值业务，以加强外汇风险管理，满足公司稳健经营的需求。 二、拟开展外汇套期保值业务的基本情况 1、主要涉及币种及业务品种 肇庆鸿特和台山鸿特拟开展的外汇套期保值业务只限于从事与其生产经营 所使用的主要结算货币相同的币种，包括但不限于美元等跟实际业务相关的币 种。外汇套期保值业务品种包括但不限于远期结售汇、外汇掉期、外汇买卖等 或前述产品的组合业务。 1、汇率波 ...

Financial Performance - The company's revenue for Q1 2023 was CNY 407,229,396.61, representing a 3.75% increase compared to CNY 392,491,491.32 in the same period last year[5] - The net loss attributable to shareholders decreased by 43.11% to CNY -9,803,585.94 from CNY -17,232,016.79 year-on-year[5] - The net loss for Q1 2023 was CNY 3.71 million, compared to a net loss of CNY 9.80 million in Q1 2022, indicating an improvement in financial performance[22] - Basic and diluted earnings per share for Q1 2023 were both CNY -0.0253, an improvement from CNY -0.0445 in Q1 2022[22] Cash Flow - The net cash flow from operating activities increased by 100.58% to CNY 69,757,368.59, up from CNY 34,778,482.70 in the previous year[10] - Operating cash flow net amount for the current period is 69,757,368.59, an increase of 100.5% compared to 34,778,482.70 in the previous period[24] - Cash inflow from operating activities totaled 462,661,717.43, up from 353,078,144.01, representing a growth of 31.1%[24] - Cash outflow from operating activities increased to 392,904,348.84 from 318,299,661.31, reflecting a rise of 23.3%[24] - Cash flow from financing activities rose by 59.42% to CNY 31,338,492.15, driven by increased borrowings[10] - Cash inflow from financing activities reached 164,170,000.00, compared to 140,216,610.00, marking an increase of 17.0%[25] - Cash outflow from financing activities totaled 132,831,507.85, up from 120,558,826.81, indicating a rise of 10.0%[25] - The net increase in cash and cash equivalents for the period was 56,914,297.03, significantly higher than 15,881,750.53 in the previous period[25] - The ending balance of cash and cash equivalents was 183,339,896.22, compared to 148,679,377.13, reflecting an increase of 23.3%[25] Assets and Liabilities - The company's total assets at the end of the reporting period were CNY 2,146,284,901.67, a decrease of 0.98% from CNY 2,167,447,285.43 at the end of the previous year[5] - Total liabilities decreased to CNY 1.26 billion from CNY 1.27 billion in the previous year[19] - The equity attributable to shareholders of the parent company was CNY 886.86 million, down from CNY 896.66 million in the previous year[19] - The total current assets amounted to ¥924,694,075.83, down from ¥940,042,542.57, indicating a decrease of about 1.6%[16] Expenses - The company's financial expenses increased by 57.26% to CNY 12,083,510.11, primarily due to increased interest expenses and foreign exchange losses[9] - The company reported a significant increase in sales expenses, which rose by 99.73% to CNY 8,382,062.84, mainly due to increased after-sales service costs[9] - Total operating costs for Q1 2023 were CNY 418.78 million, up from CNY 415.77 million in the same period last year, reflecting a slight increase of 0.5%[21] - Research and development expenses for Q1 2023 were CNY 13.61 million, down from CNY 16.52 million in the same period last year, showing a reduction of 17.5%[21] Shareholder Information - The total number of ordinary shareholders at the end of the reporting period was 23,335[12] - The company’s major shareholder, Tang Jun, was sentenced to 20 years in prison and fined ¥51.5 million due to illegal fundraising activities[14] - The company’s stockholder structure includes significant holdings by Guangdong Shuo Bo Investment Development Co., with 91,221,152 shares[13] - The company has not disclosed any related party transactions among its top shareholders[13] Other Information - The company reported a total of CNY 863,959.71 in other income for Q1 2023, compared to CNY 609,168.51 in Q1 2022, representing an increase of 41.8%[21] - The first quarter report was not audited, indicating that the financial data is preliminary and subject to change[26]

Legal and Regulatory Issues - The company reported a fine of 1.61 billion yuan for illegal fundraising and market manipulation, with the former chairman sentenced to 20 years in prison[5]. - The controlling shareholder's shares have been 100% judicially frozen, with 23.55% of total shares held by Shuo Bo Investment frozen[4]. - The company is closely monitoring the legal proceedings related to the controlling shareholder and will disclose information timely[6]. - The company emphasizes the importance of risk awareness regarding potential changes in control due to judicial actions[6]. Financial Performance - The company's operating revenue for 2022 was ¥1,518,889,687.76, representing an increase of 18.06% compared to ¥1,286,553,853.62 in 2021[27]. - The net profit attributable to shareholders for 2022 was ¥10,630,304.58, a significant turnaround from a loss of ¥47,516,591.03 in the previous year, marking a 122.37% improvement[27]. - The net cash flow from operating activities increased by 220.54% to ¥206,218,878.65 in 2022, compared to ¥64,334,556.04 in 2021[27]. - Basic earnings per share for 2022 were ¥0.0274, a recovery from a loss of ¥0.1227 in 2021, reflecting a 122.33% increase[27]. - Total assets at the end of 2022 amounted to ¥2,167,447,285.43, up 15.26% from ¥1,880,419,241.73 at the end of 2021[27]. - The company reported a weighted average return on net assets of 1.18% for 2022, recovering from -5.12% in 2021[27]. Business Strategy and Market Focus - The company has ceased operations in its metal products manufacturing business to concentrate on aluminum alloy die-casting[47]. - The company’s business strategy aligns with the automotive industry's transition towards new energy and intelligent connected vehicles[43]. - The company aims to leverage the opportunities presented by the Guangdong-Hong Kong-Macao Greater Bay Area to enhance its comprehensive strength and development potential[62]. - The company is actively developing new energy vehicle components, capitalizing on the market's growth, which saw over 6.8 million units sold in China in 2022, with a market share of 25.6%[64]. Research and Development - The company has established a standardized and systematic management for R&D, significantly shortening the product development cycle to meet customer demands[51]. - The company has obtained 16 invention patents and 187 utility model patents in the aluminum alloy precision die-casting business, with 39 invention patents and 12 utility model patents currently under review[49]. - Research and development expenses increased by 30.99% year-on-year, totaling ¥59,959,575.45, primarily due to increased R&D projects in subsidiaries[80]. - The company is currently developing several new products for the electric vehicle market, including a camshaft bearing assembly and a gearbox housing, with significant progress reported[81]. Risk Management - The company faces policy risks related to the automotive industry, which could adversely affect operations if significant policy changes occur[108]. - The company is exposed to overseas market sales risks, particularly due to trade tensions and tariffs affecting costs and sales in the U.S.[109]. - The company is at risk from currency fluctuations due to foreign currency settlements in export sales[110]. - The company is implementing measures to mitigate risks from raw material price fluctuations and customer price reduction demands[113]. Corporate Governance - The board of directors consists of 7 members, including 3 independent directors, complying with legal and regulatory requirements[121]. - The supervisory board has 3 members, including 1 employee representative, also meeting legal and regulatory standards[122]. - The company emphasizes the protection of stakeholders' rights, guided by the core value of "creating and sharing together"[125]. - The company strictly adheres to information disclosure regulations, ensuring timely and accurate information dissemination to all shareholders[126]. Environmental Responsibility - The company has obtained necessary environmental permits, including a pollution discharge permit valid until December 10, 2023[176]. - The company adheres to various environmental protection laws and standards, including the Environmental Protection Law of the People's Republic of China[176]. - The company has implemented a comprehensive wastewater treatment process, including initial sedimentation, flotation, biological contact oxidation, and more, ensuring compliance with the Guangdong Province water pollution discharge standards (DB-44/26-2001)[178]. - The company emphasizes sustainable development and has invested in complete environmental protection facilities, continuously improving pollutant prevention levels[182]. Employee and Talent Management - The company hired 267 new employees with college degrees or above, focusing on building a high-quality talent pool for future growth[70]. - The company has a structured salary policy linking employee income to performance assessments, enhancing employee motivation and stability[160]. - The company conducted various training programs to improve employee skills and overall quality[161]. Future Outlook - The company provided guidance for 2023, projecting a revenue growth of 15% to 1.725 billion RMB[132]. - The company plans to enhance market development efforts, focusing on acquiring new customers and orders, particularly in the new energy vehicle sector[100]. - The company aims to optimize management and strengthen cost control to improve production efficiency, with a focus on fine management practices[101].

Financial Performance - The company's operating revenue for the first half of 2022 was ¥680,813,914.38, representing a 15.20% increase compared to ¥590,970,993.01 in the same period last year[24]. - The net loss attributable to shareholders was ¥20,849,711.03, a decline of 171.53% from a loss of ¥7,678,674.26 in the previous year[24]. - The net cash flow from operating activities increased by 21.38% to ¥45,130,307.08, up from ¥37,181,867.23 in the previous year[24]. - Total assets at the end of the reporting period were ¥2,001,047,684.66, reflecting a 6.41% increase from ¥1,880,419,241.73 at the end of the previous year[24]. - The company's weighted average return on net assets was -2.36%, compared to -0.81% in the same period last year, indicating a significant decline of 191.36%[24]. - The basic and diluted earnings per share were both -¥0.0538, a decrease of 171.72% from -¥0.0198 in the previous year[24]. - The net profit after deducting non-recurring gains and losses was -¥21,643,694.49, a decline of 139.05% from -¥9,053,908.43 in the previous year[24]. - The company's revenue for the reporting period reached ¥680,813,914.38, representing a year-on-year increase of 15.20% compared to ¥590,970,993.01 in the previous year[51]. - The company's revenue from traditional fuel die-casting parts reached ¥541,919,982.11, an increase of 17.08% year-on-year, while the gross margin decreased by 6.38% to 4.70%[54]. - Revenue from new energy die-casting parts was ¥74,405,394.77, reflecting a significant growth of 63.26% year-on-year, with a gross margin of 16.02%[54]. Research and Development - The company's R&D investment increased by 45.31% to ¥33,369,219.69, driven by increased projects at its subsidiaries in Zhaoqing and Taishan[51]. - The company is increasing R&D investments to enhance its technological capabilities and reduce reliance on the U.S. market, aiming to develop clients in other regions[73]. - The company has obtained 14 invention patents and 118 utility model patents in the aluminum alloy precision die-casting sector[40]. Market and Industry Context - In the first half of 2022, China's automobile production and sales reached 12.12 million and 12.06 million units, respectively, with year-on-year declines of 3.7% and 6.6%[33]. - The market share of new energy vehicles reached 21.6%, with production and sales increasing by 120% year-on-year[33]. - The company aims to embrace the "dual carbon" strategy and focus on product structure optimization and technological innovation[38]. Operational Risks and Challenges - The company faces risks related to potential changes in control due to the judicial freezing of shares held by major shareholders[4]. - The company faces risks from industry regulations and policies that may impact its aluminum alloy die-casting business, particularly regarding restrictions on automobile consumption[72]. - The ongoing global pandemic poses risks to operations, with the company actively seeking to optimize its market structure to minimize impacts[78]. - Rising costs related to production and development may impact financial performance, prompting the company to optimize resource allocation and financing methods[75]. - The company is implementing measures to mitigate risks from raw material price fluctuations and potential price reductions from clients[76]. Corporate Governance and Social Responsibility - The company plans not to distribute cash dividends or issue bonus shares[6]. - The company donated an ambulance to support the local healthcare development, demonstrating its commitment to corporate social responsibility[92]. - The company has established an emergency response plan for environmental incidents, which has been filed with local environmental protection authorities[90]. - The company has a dedicated environmental laboratory for self-monitoring of wastewater and air emissions[91]. - The company has complied with national environmental protection regulations for all construction projects[89]. Financial Management and Structure - The total liabilities increased to CNY 1,127,474,365.59, compared to CNY 985,996,211.63 at the beginning of the year, indicating an increase of approximately 14.3%[152]. - The equity attributable to shareholders decreased to CNY 873,573,319.07 from CNY 894,423,030.10, a decline of about 2.9%[152]. - The company has a strong management team focused on talent acquisition and development, which supports its business expansion[47]. - The company has not engaged in any non-operating fund occupation by controlling shareholders or related parties[96]. - The company has not conducted any asset or equity acquisitions or sales during the reporting period[105]. Shareholder Information - The total number of ordinary shareholders at the end of the reporting period is 22,177[136]. - Guangdong Shuo Bo Investment Development Co., Ltd. holds 23.55% of shares, totaling 91,221,152 shares, which are frozen[136]. - The total number of unrestricted sale condition shares is 386,332,097, accounting for 99.76% of total shares[134]. - The company has not reported any changes in the shareholding structure of the controlling shareholder during the reporting period[140]. Compliance and Auditing - The semi-annual financial report has not been audited[98]. - The financial statements for the first half of 2022 were approved by the fifth board of directors on August 29, 2022[189]. - The company adheres to the Chinese Accounting Standards, ensuring that the financial statements accurately reflect its financial position as of June 30, 2022[194].

Financial Performance - The company achieved operating revenue of CNY 1,286.55 million, a year-on-year increase of 9.66%, but reported a net loss of CNY 47.52 million, a decrease of 327.55% compared to the previous year[6]. - The company’s full subsidiary, Yuanjian Precision, reported a net loss of CNY 44.30 million, which significantly impacted the overall net profit[8]. - The net profit attributable to shareholders for 2021 was a loss of approximately ¥47.52 million, a decrease of 327.55% from a profit of ¥15.54 million in 2020[31]. - The total profit for the period was -5,463.26 million yuan, a decrease of 305.52% compared to the previous year's profit of 2,658.23 million yuan[68]. - The net profit attributable to shareholders was -4,751.66 million yuan, down 327.55% from the previous year's net profit of 2,088.17 million yuan[68]. - The net cash flow from operating activities for 2021 was approximately ¥64.33 million, down 45.80% from ¥118.69 million in 2020[31]. - The company reported a significant decline in the weighted average return on equity, which was -5.12% in 2021 compared to 1.71% in 2020[31]. Market and Industry Trends - The automotive industry in China saw production and sales of 26.08 million and 26.28 million vehicles respectively in 2021, marking increases of 3.4% and 3.8% year-on-year, with new energy vehicles achieving a market share of 13.4%[10]. - The sales of new energy vehicles exceeded 3.5 million units in 2021, with a market share rising to 13.4%, indicating a shift from policy-driven to market-driven growth[108]. - The government has set a target for new energy vehicles to account for approximately 20% of total vehicle sales by 2025, indicating a strong policy support for the industry[48]. - The automotive manufacturing industry’s total profit increased by 1.9% year-on-year in 2021, reflecting a recovery trend in the sector[44]. Operational Challenges - Major reasons for the loss include significant increases in raw material prices, particularly aluminum alloy ingots, and a substantial rise in export shipping costs, which impacted net profit[7][8]. - The company incurred credit impairment losses and asset impairment losses totaling CNY 24.04 million during the reporting period, which significantly affected net profit[8]. - The cost of raw materials increased by 37.79% to ¥675,499,384.86, representing 61.89% of total operating costs[84]. - The company is exposed to raw material price volatility, particularly aluminum, and has implemented a price linkage mechanism with clients to manage this risk[125]. Strategic Focus and Future Plans - The company plans to focus on technological innovation and product structure optimization to enhance competitiveness in the context of the growing new energy vehicle market[15]. - The company aims to leverage the "dual carbon" strategy to improve product quality and efficiency in response to market demands[15]. - The company plans to continue expanding its new energy vehicle components and structural parts business, aiming to enhance sales and product value[51]. - The company aims to enhance its market share in the new energy vehicle components sector by actively developing new customers and orders, particularly in the new energy vehicle industry[113]. - The company has increased R&D investment to enhance its technological capabilities and product structure, aiming to reduce reliance on U.S. customers and expand into other regions such as Europe and Japan[122]. Research and Development - The company initiated 59 new R&D projects, focusing on various components including engine covers and electric control housings[72]. - The company has developed a rapid response R&D team to shorten the product development cycle, ensuring timely delivery of samples to clients[59]. - Research and development expenditure amounted to ¥45,774,564.86 in 2021, representing 3.56% of operating revenue, a decrease from 4.02% in 2020[93]. - The number of R&D personnel decreased by 2.81% from 285 in 2020 to 277 in 2021, with the proportion of R&D personnel remaining stable at approximately 10.39%[92]. Governance and Compliance - The company emphasizes strict compliance with information disclosure regulations, ensuring timely and accurate information for all shareholders[140]. - The board of directors consists of 7 members, including 3 independent directors, ensuring compliance with legal and regulatory requirements[135]. - The company has established a comprehensive internal control system to ensure compliance with governance standards and effective operational management[132]. - The company has committed to maintaining transparent performance evaluation and incentive mechanisms for its management team[137]. Human Resources - The company achieved operating revenue of 128,655.39 million yuan, a year-on-year increase of 9.66%[68]. - The company introduced 203 new talents with college degrees or above during the reporting period, enhancing its human resource capabilities[76]. - The company had a total of 2,667 employees at the end of the reporting period, with 1,444 in production, 401 in technical roles, and 286 in management[173]. Environmental and Social Responsibility - The company actively participated in environmental protection and fulfilled its corporate social responsibilities[192]. - The company was not classified as a key pollutant discharge unit and did not face any significant environmental penalties[191]. Financial Management - The company does not plan to distribute cash dividends, issue bonus shares, or increase capital using reserves[18]. - The company has a clear and independent asset ownership structure, ensuring clarity in property rights[142]. - The company has committed to avoiding unnecessary related party transactions and ensuring transparency and fairness in necessary transactions[196].