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南网科技: 南方电网电力科技股份有限公司关联交易管理规定(2025年5月修订)

Core Points - The document outlines the management regulations for related party transactions of Southern Power Grid Electric Technology Co., Ltd, aiming to standardize operations and ensure the legality and fairness of transactions [4][19] - The regulations apply to the company and its subsidiaries, including wholly-owned, controlling, and significant shareholding companies [4][19] Group 1: Responsibilities and Structure - The highest decision-making body for related party transactions is the shareholders' meeting, which operates under the company's articles of association and relevant rules [2] - Various departments, including the financial management department and the securities affairs management department, have specific responsibilities for managing and disclosing related party transactions [2][3] - The company establishes a comprehensive management system for related party transactions to ensure compliance and proper accounting [2][3] Group 2: Definitions and Scope - Related parties include individuals and entities that have significant control or ownership stakes in the company, such as shareholders with over 5% ownership and company executives [4][5] - Related party transactions encompass a wide range of activities, including the sale and purchase of goods, provision of services, and asset transfers [6][6] Group 3: Pricing and Approval Procedures - Related party transactions must adhere to principles of fairness and transparency, with pricing based on market standards or government guidelines when applicable [7][8] - The approval process for related party transactions involves multiple layers of review, including assessments by responsible departments and independent directors [12][13] Group 4: Information Disclosure - The company is required to disclose related party transactions that meet certain thresholds, including transactions exceeding 300,000 RMB or 0.1% of total assets [24][25] - Disclosure must include details about the transaction, pricing methods, and the necessity of the transaction for the company [15][15] Group 5: Compliance and Supervision - The company and its subsidiaries are responsible for ensuring compliance with the regulations and must regularly update related party information [22][23] - The audit and risk committee is tasked with reviewing related party transactions to ensure their legitimacy and compliance with regulations [11][11]