Core Points - The document outlines the regulations for the behavior of the controlling shareholders and actual controllers of Shanghai Mijuan Communication Technology Co., Ltd to protect the rights of shareholders, especially minority shareholders [1][2] - It emphasizes the importance of maintaining the independence of the company and preventing the abuse of power by controlling shareholders [2][3] - The document establishes guidelines for corporate governance, information disclosure, and the transfer of control rights [6][11] Group 1: General Principles - The controlling shareholder is defined as a shareholder holding more than 50% of the company's total share capital or having significant voting power [1] - The actual controller is defined as a natural person, legal entity, or organization that can actually control the company's actions through investment relationships or agreements [1] - The regulations aim to ensure compliance with relevant laws and improve the company's operational quality [1][2] Group 2: Corporate Governance - Controlling shareholders and actual controllers must maintain the company's independence and not abuse their rights to harm the company or other shareholders [2][3] - They are required to protect the integrity of the company's assets and not engage in unfair practices that could compromise the company's financial independence [9][10] - Measures must be taken to ensure the independence of personnel, finances, and business operations within the company [4][5][6] Group 3: Information Disclosure - Controlling shareholders and actual controllers must fulfill their information disclosure obligations accurately and timely, ensuring no misleading statements or omissions [18][19] - They are required to establish a management system for information disclosure, detailing the scope of significant information and reporting processes [19][20] - Any significant changes in shareholding or control must be promptly communicated to the company [22][23] Group 4: Share Trading and Control Transfer - Controlling shareholders and actual controllers must adhere to legal regulations when trading company shares and maintain control stability [29][30] - They must ensure that any transfer of control is fair and does not harm the interests of the company or other shareholders [30][31] - Prior to transferring control, they must rectify any violations such as fund occupation or illegal guarantees [31][32]
移远通信: 控股股东、实际控制人行为规范(2025年7月修订)