Core Viewpoint - The document outlines the management system for related party transactions of Shenzhen Zengxian Electric Co., Ltd, aiming to ensure the legality, fairness, and reasonableness of such transactions, thereby protecting the rights and interests of shareholders, especially minority shareholders [1][2]. Group 1: Definition and Scope of Related Party Transactions - Related party transactions refer to transactions between the company and its related parties, which may involve the transfer of resources or obligations [1][2]. - The company must adhere to principles of honesty, equality, voluntariness, fairness, openness, and impartiality in related party transactions [1][3]. - Related parties include individuals or entities that have significant influence or control over the company, such as shareholders holding more than 5% of shares, directors, and senior management [1][4]. Group 2: Internal Control and Approval Process - The company must maintain a list of related parties and ensure it is updated regularly to reflect accurate relationships [2][4]. - Related party transactions require approval from independent directors and must be disclosed to the board for review [4][5]. - Transactions exceeding certain thresholds (e.g., RMB 30,000 for individuals, RMB 1,000,000 for entities) must undergo specific approval processes and may require independent evaluations [5][14]. Group 3: Pricing and Disclosure Requirements - Related party transactions should be conducted at prices that do not deviate from market standards, and the pricing basis must be disclosed [10][14]. - The company is required to disclose details of related party transactions in its annual and semi-annual reports, including transaction amounts and the nature of the relationships involved [23][24]. - For significant transactions (e.g., over RMB 3,000,000), the company must obtain evaluations or audits from qualified intermediaries [14][15]. Group 4: Preventive Measures and Responsibilities - The company must implement measures to prevent the misuse of funds or assets by related parties [13][19]. - Independent directors are responsible for monitoring transactions and ensuring that the company is not adversely affected by related party dealings [13][18]. - In cases of potential losses due to related party transactions, the board must take protective actions, including legal measures [19][20].
正弦电气: 关联交易管理制度(2025年7月)