云天励飞: 关联交易决策制度

Core Viewpoint - The document outlines the regulations and procedures for related party transactions of Shenzhen Yuntian Lifeng Technology Co., Ltd, ensuring fairness, legality, and transparency in such transactions [2][3][4]. Group 1: Related Party Transactions - The company must ensure the legality, necessity, reasonableness, and fairness of related party transactions, maintaining its independence and not using these transactions to manipulate financial indicators [3][4]. - Related parties include individuals or entities that have significant control or ownership in the company, such as shareholders with over 5% ownership, directors, and their close family members [4][5]. - Transactions exceeding certain thresholds require approval from independent directors and must be disclosed promptly [7][8]. Group 2: Approval and Disclosure Procedures - Transactions with related parties that meet specific financial thresholds must be approved by a majority of independent directors and subsequently reviewed by the board of directors [8][9]. - Related party transactions that do not meet the approval thresholds can be approved by the company's general manager [6][8]. - The company must maintain an updated list of related parties and disclose any changes to the stock exchange [5][6]. Group 3: Exemptions and Special Cases - Certain transactions, such as cash subscriptions for public offerings or receiving dividends, are exempt from the related party transaction approval process [12]. - 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]. - Related party transactions must be disclosed in annual and semi-annual reports, and agreements lasting over three years require re-evaluation every three years [13][14].