Workflow
方直科技: 关联交易决策制度(2025年5月修订)

General Principles - The company establishes a system for managing related party transactions to protect the legal interests of shareholders and creditors, especially minority investors [2] - Related party transactions include resource or obligation transfers between the company or its subsidiaries and related parties, such as investments and financial management [2][3] Related Parties Definition - Related parties include both legal entities and natural persons that may influence the company's interests, such as major shareholders and their family members [3][4] Approval and Disclosure Procedures - Transactions exceeding 300,000 yuan with related natural persons or 3 million yuan with related legal entities must be approved by independent directors and disclosed [5][6] - Daily related party transactions can be estimated annually, and any excess must undergo re-approval and disclosure [5][8] Pricing Principles - Pricing for related party transactions should follow principles such as state pricing, market pricing, or mutually agreed pricing [4][5] Board and Shareholder Meeting Protocols - Related directors and shareholders must abstain from voting on related party transactions to ensure impartiality [6][7] - The board meeting can proceed with a majority of non-related directors, and if fewer than three non-related directors are present, the transaction must be submitted to the shareholders' meeting [6][7] Information Disclosure - The company must disclose details of related party transactions, including agreements and pricing basis, in accordance with regulatory requirements [8][9] - Certain transactions, such as public tenders or cash donations, may be exempt from shareholder meeting approvals [9]