Core Viewpoint - The company establishes a set of regulations to govern related party transactions, ensuring that such transactions do not harm the interests of the company and its non-related shareholders [1][2]. Group 1: Related Party Transactions - Related party transactions must be legal, necessary, reasonable, and fair, maintaining the company's independence and not manipulating financial indicators [1][2]. - Related parties include individuals or entities that have significant control or ownership in the company, such as shareholders holding more than 5% of shares, directors, and senior management [2][3]. - Transactions involving related parties must be documented in written agreements that adhere to principles of equality, voluntariness, and fairness [1][4]. Group 2: Decision-Making Procedures - Related party transactions require prior approval from the board of directors, and related directors must abstain from voting on such matters [5][6]. - The company must ensure that related parties do not interfere with decision-making processes, and any related transactions must be disclosed and approved by independent directors [6][8]. - If a related party transaction exceeds 30,000 yuan or 0.1% of the company's total assets, it must be evaluated by a qualified securities service institution and submitted for shareholder approval [10][11]. Group 3: Financial Assistance and Guarantees - The company is prohibited from providing financial assistance to related parties, except under specific conditions where equal financial support is provided by other shareholders [11][12]. - Guarantees provided to related parties must be approved by a majority of non-related directors and require additional safeguards, such as counter-guarantees from the related parties [11][12]. - The company must take measures to prevent related parties from monopolizing procurement or sales channels that could harm the company's interests [4][5]. Group 4: Disclosure and Reporting - The company is required to disclose related party transactions in its annual and semi-annual reports, categorizing and summarizing these transactions [12][13]. - Daily related party transactions must include key terms such as pricing principles, total transaction amounts, and payment methods [12][13]. - Transactions that do not meet the criteria for related party transactions may be exempt from certain approval and disclosure requirements [13][14].
奥比中光: 关联交易决策制度