福莱新材: 防范控股股东、实际控制人及其他关联方占用资金制度

Core Viewpoint - The company has established a comprehensive internal control system to prevent the misuse of funds by controlling shareholders and related parties, ensuring compliance with relevant laws and regulations [1][2][3] Group 1: Internal Control and Regulations - The internal control system aims to regulate related transactions and prevent fund occupation by controlling shareholders and related parties [1] - The definition of fund occupation includes both operational and non-operational forms, such as payments for wages, benefits, and other expenses on behalf of controlling shareholders [2] - The regulations are legally binding for the company, shareholders, directors, and senior management [2][3] Group 2: Responsibilities and Oversight - The board of directors and senior management are responsible for safeguarding the company's funds and assets [3] - The chairman of the board is designated as the primary responsible person for preventing fund occupation [3] - The audit committee of the board is tasked with daily supervision of fund occupation behaviors [3][4] Group 3: Transaction Regulations - All related transactions with controlling shareholders must comply with the Shanghai Stock Exchange's regulations [4] - The company is prohibited from providing funds directly or indirectly to controlling shareholders for non-business purposes [4][5] - Any guarantees provided to controlling shareholders must be approved by the shareholders' meeting, with related shareholders abstaining from voting [6] Group 4: Monitoring and Reporting - The finance department is required to conduct regular checks on fund transactions involving controlling shareholders and report findings to the audit department [7] - In cases of fund occupation, the company must prioritize cash repayment and may explore financial innovations under legal conditions [8] - The company must establish a reporting system for monitoring fund occupation and related transactions, with quarterly and monthly checks [10] Group 5: Accountability and Penalties - Directors and senior management who violate regulations regarding fund occupation may face legal action initiated by shareholders [9] - The board will impose penalties on those who assist or condone fund occupation by controlling shareholders [9] - The company will pursue legal responsibility for any losses incurred by investors due to violations of these regulations [9][10]