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沃尔核材: 防范大股东及其关联方资金占用制度(2025年6月)

Core Viewpoint - The company establishes a long-term mechanism to prevent the occupation of funds by major shareholders and their related parties, aiming to protect the legitimate rights and interests of all shareholders and creditors [1]. Group 1: Definition and Scope of Fund Occupation - Fund occupation includes both operational and non-operational fund occupation, with operational occupation arising from related transactions in procurement and sales, while non-operational occupation involves various expenses and debt repayments [1][2]. - The company strictly prohibits providing funds to major shareholders and their related parties through various means, including covering expenses or making loans [2][3]. Group 2: Governance and Oversight - The board of directors is responsible for reviewing and approving related transactions with major shareholders, with transactions exceeding board authority requiring shareholder meeting approval [3][4]. - The finance department must regularly check and report on fund transactions with major shareholders to the audit committee to prevent fund occupation [4][5]. Group 3: Legal and Disciplinary Measures - In cases of asset occupation by major shareholders, the board must take effective measures to stop the infringement and may report to regulatory authorities if necessary [4][5]. - The company can apply for judicial freezing of shares held by major shareholders if they engage in fund occupation, with independent directors having the right to report to regulatory bodies if the board fails to act [5][6]. Group 4: Penalties and Accountability - The company will impose administrative and economic penalties on responsible individuals for non-operational fund occupation that negatively impacts the company [6]. - Legal responsibilities will be pursued against individuals causing losses to investors due to violations of this system [6].