Core Viewpoint - The document outlines the decision-making system for related party transactions at Sikan Technology (Hangzhou) Co., Ltd, aiming to enhance corporate governance and ensure fairness in transactions to protect the interests of the company and its shareholders [1][11]. Group 1: Purpose and Legal Framework - The purpose of the system is to improve the corporate governance structure and regulate related party transactions [1]. - The system is established in accordance with the Company Law of the People's Republic of China, the Shanghai Stock Exchange's listing rules, and other relevant regulations [1]. Group 2: Definition of Related Party Transactions - Related party transactions include various types of transactions such as asset purchases or sales, external investments, transfer of R&D projects, and provision of guarantees [2][3]. - Transactions related to daily operations, such as purchasing raw materials, are excluded from this definition [2]. Group 3: Identification of Related Parties - Related parties include individuals or entities that control the company, hold more than 5% of shares, or are company directors and senior management [2]. - Family members of the aforementioned individuals are also considered related parties [2]. Group 4: Decision-Making Procedures - The board of directors is responsible for determining whether a transaction qualifies as a related party transaction, and must submit it for approval to the shareholders' meeting or board [4][9]. - Independent directors must approve related party transactions before they are presented to the board [10]. Group 5: Voting and Disclosure Requirements - Related shareholders must abstain from voting on transactions in which they have a conflict of interest [6][19]. - Transactions exceeding 30 million yuan or 1% of the company's total assets must be audited and disclosed to shareholders [15][18]. Group 6: Financial Assistance and Exemptions - The company is generally prohibited from providing financial assistance to related parties, with specific exceptions outlined [9][10]. - Certain transactions, such as cash subscriptions for public offerings, may be exempt from the related party transaction procedures [10]. Group 7: Implementation and Amendments - The system will be implemented upon approval by the shareholders' meeting and will be subject to amendments as per future regulations [11][29]. - The board of directors is responsible for interpreting the rules of this system [11][32].
思看科技: 关联交易决策制度（2025年7月修订）