SMEI(SZ:300456) Zheng Quan Zhi Xing·2025-07-16 13:11Core Viewpoint - The document outlines the management system for related party transactions of Beijing Saiwei Electronics Co., Ltd, emphasizing fairness, transparency, and compliance with regulations to protect the interests of the company and its shareholders [1][2]. Group 1: General Principles - The company aims to ensure the fairness of related party transactions and comply with legal and regulatory requirements [1]. - Related party transactions should be minimized, and pricing should adhere to the principles of fairness, justice, and market comparability [2][3]. - Independent financial advisors may be engaged when necessary to provide opinions on related transactions [2]. Group 2: Related Parties and Relationships - Related parties include both legal entities and natural persons that have specific relationships with the company, which may lead to biased interests [3][4]. - Directors, senior management, and significant shareholders must disclose their related party relationships to the company [4][5]. Group 3: Related Transactions - Related transactions encompass various activities such as asset purchases, financial assistance, and management contracts [6][8]. - Transactions exceeding certain thresholds require board and shareholder approval, with specific limits set for different types of transactions [10][11]. Group 4: Management Procedures - Related directors must abstain from voting on transactions where they have a conflict of interest, ensuring decisions are made by non-related directors [8][9]. - The company must conduct thorough assessments of the necessity, fairness, and impact of related transactions before approval [19][20]. Group 5: Disclosure Requirements - The company is responsible for disclosing related transactions, including details about the transaction, pricing policies, and the impact on financial performance [16][17]. - Specific documentation must be submitted to the Shenzhen Stock Exchange, including agreements, board resolutions, and independent opinions [16][17]. Group 6: Special Provisions - Certain transactions may be exempt from standard approval processes if they meet specific criteria, such as cash subscriptions for securities [18][19]. - The company must reassess and disclose related party agreements that exceed three years in duration [24].