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嵘泰股份: 嵘泰股份防范控股股东、实际控制人及其关联方占用公司资金管理制度

Core Viewpoint - The document outlines a comprehensive management system to prevent the controlling shareholders, actual controllers, and related parties from occupying the funds of Jiangsu Rongtai Industrial Co., Ltd, ensuring the protection of the company and its stakeholders' rights and interests [1][2]. Group 1: General Principles - The system aims to regulate financial transactions between the company and its related parties to avoid fund occupation and protect the interests of the company and its stakeholders [1]. - The system applies to all subsidiaries included in the company's consolidated financial statements [1]. Group 2: Definitions and Types of Fund Occupation - Fund occupation includes both operational and non-operational fund occupation, with operational occupation arising from related transactions and non-operational occupation involving payments for wages, benefits, and other expenses on behalf of related parties [2]. - Related parties are prohibited from using their relationships to harm the company's interests and must compensate for any losses incurred [2]. Group 3: Prevention Principles and Regulations - The company must maintain independence from related parties in assets, personnel, finance, institutions, and operations [2]. - The company should prevent related parties from occupying funds through various means, including related transactions and asset restructuring [2][3]. Group 4: Prohibited Actions - Related parties are not allowed to request the company to advance payments for expenses, borrow funds, or engage in transactions without a genuine commercial basis [3][4]. - The company and its subsidiaries must not provide funds to related parties through loans or other means without proper justification [4]. Group 5: Monitoring and Reporting - The finance department is responsible for daily monitoring and reporting any fund occupation by related parties to the legal representative [5]. - The audit department must conduct regular checks on fund occupation and report findings to the audit committee [5]. Group 6: Approval and Accountability - The board of directors must approve related transactions, with significant transactions requiring shareholder approval [5]. - Directors and senior management who facilitate fund occupation by related parties may face disciplinary actions, including dismissal or legal consequences [6][7]. Group 7: Debt Settlement Procedures - Funds occupied by related parties should generally be repaid in cash, with strict controls on non-cash settlements [7]. - Any non-cash assets used for repayment must be evaluated and approved by the shareholders, ensuring they enhance the company's independence and competitiveness [7].