海川智能: 关联交易决策制度

Core Points - The document outlines the regulations for related party transactions to ensure fairness and protect the rights of the company, shareholders, and creditors [1][2] - Related party transactions include resource or obligation transfers between the company and its related parties, which can be legal entities or individuals [1][2] - The document specifies the criteria for identifying related parties, including shareholders holding more than 5% of shares and company executives [1][2][3] Summary by Sections Chapter 1: General Provisions - The purpose of the regulations is to standardize related party transactions and ensure fair decision-making [1] - Related parties include both legal entities and natural persons that have significant control or ownership over the company [1][2] - The document defines various scenarios that qualify an entity as a related party, including control relationships and significant shareholding [1][2] Chapter 2: Reporting of Related Transactions - Directors, senior management, and significant shareholders must promptly inform the company of any related party relationships [2] - Related transactions include asset purchases, financial assistance, guarantees, and management contracts, among others [2][3] Chapter 3: Avoidance System - Individuals representing related parties in transactions must adhere to strict guidelines to prevent conflicts of interest [5] - Related directors must abstain from voting on transactions where they have a conflict of interest [5][6] Chapter 4: Decision-Making Authority for Related Transactions - Transactions exceeding certain monetary thresholds must be submitted for board approval and disclosed [8][9] - Specific thresholds are set for transactions with related natural persons (over 300,000 yuan) and related legal entities (over 3 million yuan) [8][9] - The company must provide necessary audit and evaluation reports for significant transactions [8][9] Chapter 5: Miscellaneous Provisions - The regulations will take effect after approval by the company's shareholders [13] - The board of directors is responsible for interpreting the regulations [13]