瑞鹄模具: 《瑞鹄汽车模具股份有限公司关联交易管理办法》(2025年7月修订)

Core Viewpoint - The document outlines the management measures for related party transactions of Ruihu Automotive Mould Co., Ltd, emphasizing fairness, transparency, and compliance with relevant laws and regulations to protect the interests of the company and non-related shareholders [1][21]. Group 1: General Principles - The management measures are established to ensure that related party transactions are conducted in a fair, just, and open manner, safeguarding the rights of the company and non-related shareholders [1]. - The measures apply to the company and its controlling subsidiaries, requiring adherence to relevant laws, regulations, and the company's articles of association [1][2]. Group 2: Identification of Related Parties - Related parties include both legal entities and natural persons that have significant influence or control over the company [3][4]. - Specific criteria for identifying related legal entities include control relationships, shareholding of over 5%, and other special relationships that may lead to biased interests [3][4]. - Related natural persons include shareholders holding over 5%, directors, senior management, and their close family members [2][5]. Group 3: Related Transactions - Related transactions encompass various activities such as asset purchases, investments, and financial support between the company and its related parties [6][8]. - The company must ensure that related transactions are legal, necessary, reasonable, and fair, maintaining independence and avoiding financial manipulation [5][6]. Group 4: Decision-Making Procedures - The company must implement necessary avoidance measures during the decision-making process for related transactions, ensuring that related parties do not interfere with decisions [7][8]. - Related transactions exceeding specified monetary thresholds require approval from independent directors and the shareholders' meeting [8][9]. Group 5: Pricing of Related Transactions - Related transactions must be priced fairly, referencing government pricing, market prices, or reasonable cost-plus pricing methods [16][35]. - The company must document the pricing policies and ensure that any significant changes in transaction terms are re-evaluated and approved [16][36]. Group 6: Disclosure and Reporting - The company is required to disclose related transactions in its annual and semi-annual reports, categorizing and summarizing the actual performance of these transactions [12][20]. - Transactions that exceed certain thresholds must be accompanied by audit or evaluation reports as per regulatory requirements [20][21].

RAYHOO MOTOR DIES-瑞鹄模具: 《瑞鹄汽车模具股份有限公司关联交易管理办法》(2025年7月修订) - Reportify