晶澳科技: 关联交易决策制度（2025年6月）

Core Viewpoint - The document outlines the decision-making system for related party transactions of JA Solar Technology Co., Ltd, emphasizing fairness, transparency, and compliance with relevant laws and regulations [1][2][3]. Group 1: Related Parties and Relationships - Related parties include legal entities, natural persons, and potential related parties that can control or significantly influence the company [2][3]. - The criteria for identifying related legal entities include direct or indirect control, significant shareholding (over 5%), and other special relationships that may lead to biased interests [2][3]. - Related natural persons include shareholders holding over 5%, directors, supervisors, senior management, and their close family members [2][3]. Group 2: Related Transactions - Related transactions are defined as resource or obligation transfers between the company and its related parties, excluding routine operational transactions [4][5]. - The company must adhere to principles of honesty, equality, fairness, and transparency in pricing related transactions, ensuring that prices do not deviate from market standards [4][5]. Group 3: Decision-Making Procedures - Proposals for related transactions must be detailed, including specific matters, pricing basis, and impacts on the company and shareholders [12][13]. - Transactions exceeding certain thresholds require independent board approval and may necessitate external audits or evaluations [14][15]. Group 4: Disclosure and Reporting - The company is required to disclose related transactions in annual and semi-annual reports, summarizing the execution status of daily related transactions [11][12]. - Related transactions must be documented in written agreements, specifying the content clearly [14][15]. Group 5: Exemptions and Special Cases - Certain transactions may be exempt from the usual approval processes, such as public tenders or transactions where the company gains benefits without obligations [11][12]. - The company must still fulfill information disclosure obligations even if exempted from the approval process [11][12].