绿城水务: 广西绿城水务股份有限公司内部控制制度——关联方交易（2025年6月修订）

Core Points - The document outlines the internal control system for related party transactions of Guangxi Greentown Water Co., Ltd, aiming to ensure fairness and protect the rights of shareholders [2][3][4] Group 1: Control Objectives - The control objectives include compliance with laws, prevention of violations and fraud, ensuring accurate financial reporting, improving operational efficiency, and protecting investors' rights, especially those of minority shareholders [2][3] - Related party transactions must adhere to principles of fairness, honesty, and transparency, ensuring that the interests of the company and non-related shareholders are not harmed [2][3] Group 2: Definition of Related Parties - Related parties include controlling shareholders, actual controllers, directors, senior management, and entities they control directly or indirectly [3][4] - The document specifies criteria for identifying related parties, including ownership stakes and control relationships [4][5] Group 3: Transaction Approval Process - A tiered approval system is established for related party transactions, requiring independent directors' consent for transactions above certain thresholds, such as 300,000 yuan for natural persons and 3 million yuan for legal entities [9][10] - Major transactions exceeding 30 million yuan or 5% of the latest audited net assets must be approved by the board and submitted to the shareholders' meeting [9][10] Group 4: Disclosure Requirements - The company is obligated to disclose related party transactions according to regulatory requirements, including transaction amounts and pricing policies [17][38] - Transactions with amounts exceeding specified thresholds must be reported within two working days after board or shareholder approval [38][39] Group 5: Risk Management - The document emphasizes the need for effective measures to prevent related parties from concealing relationships or engaging in unfair transactions that could harm the company [8][30] - The audit committee is responsible for reviewing related party transactions and reporting any irregularities to the board [30][31]