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西典新能: 关联交易管理制度(2025年6月)

Core Points - The document outlines the management system for related party transactions of Suzhou Xidian New Energy Electric Co., Ltd, aiming to regulate decision-making processes in accordance with relevant laws and company regulations [1][2][3] Group 1: Definition and Scope of Related Party Transactions - Related party transactions include various activities such as asset purchases or sales, external investments, financial assistance, guarantees, leasing, and other agreements that may lead to resource or obligation transfers [1] - Related parties are defined as both legal entities and natural persons that have a special relationship with the company, including those who control or are controlled by the company [1][2] Group 2: Approval and Voting Procedures - The board of directors must ensure that related directors abstain from voting on related party transactions, and a majority of non-related directors must be present for the meeting to be valid [2][3] - Related shareholders must also abstain from voting on related party transactions, with specific provisions for special circumstances allowing their participation [3] Group 3: Transaction Approval Thresholds - Transactions with related natural persons exceeding 300,000 yuan and those with related legal entities exceeding 3 million yuan must be approved by the board of directors [4] - Transactions that exceed 30 million yuan and account for more than 5% of the company's latest audited net assets require independent evaluation and shareholder approval [4] Group 4: Disclosure and Reporting Requirements - Related party transactions must be disclosed and approved by a majority of independent directors before being submitted to the board for further review [5][6] - If the total amount of related party transactions exceeds the estimated total or if significant changes occur in transaction conditions, the company must provide explanations and re-estimate the total [7]