Zheng Quan Zhi Xing·2025-05-28 12:26General Principles - The company establishes a fair decision-making system for related transactions to ensure compliance with laws and regulations, protecting the interests of the company and all shareholders [1][2][3] - Related transactions are defined as transactions between the company, its subsidiaries, and related parties, adhering to the definitions set by relevant stock exchange rules [2][3] Basic Principles of Related Transactions - Related transactions must follow principles of equality, voluntariness, equivalence, and fairness, ensuring they align with the overall interests of the company and shareholders [2][4] - Shareholders and directors with a related interest must abstain from voting on related transaction matters [2][4] Scope of Related Parties and Transactions - Related parties include individuals and entities defined by stock exchange rules, such as major shareholders and directors [3][5] - The company must disclose related transactions that meet specific thresholds, including asset purchases and financial assistance [6][7] Management of Related Transactions - Departments must report details of proposed related transactions to the securities department for preliminary review [11][12] - The company must comply with stock exchange rules regarding the approval process for related transactions, including necessary disclosures [14][15] Decision-Making Procedures - Related transactions exceeding certain financial thresholds require approval from the board of directors or shareholders [16][17] - Independent directors must provide opinions on the fairness and reasonableness of related transactions [19][20] Information Disclosure - The company must disclose related transactions promptly after board or shareholder approval, adhering to stock exchange requirements [24][25] - Continuous related transactions must be disclosed in annual and semi-annual reports, including their execution status [18][19] Exemptions and Special Cases - Certain transactions may be exempt from disclosure and approval requirements if they meet specific criteria, such as low financial thresholds or being part of regular business operations [28][29] - The company must ensure that any financial services agreements with related parties are disclosed, including terms and conditions [22][23]