Core Viewpoint - The document outlines the management measures for related party transactions of Shuiyang Group Co., Ltd., aiming to ensure that such transactions are legal, fair, and reasonable, thereby protecting the rights and interests of shareholders and the company [1][2]. Group 1: General Principles - The company and its subsidiaries must adhere to principles that minimize related party transactions and ensure that transaction prices are determined based on honesty, equality, and fairness, without harming the interests of the company and other shareholders [1][2]. - Related party transactions must be documented in written agreements, and prices should not deviate from market standards [1][2]. Group 2: Definition and Scope of Related Party Transactions - Related party transactions are defined as resource or obligation transfers between the company or its subsidiaries and related parties, including various types of transactions such as purchasing materials, selling products, and providing services [3][4]. - The company must maintain an updated list of related parties, including both legal entities and individuals, to ensure transparency [2][3]. Group 3: Approval Procedures - Related party transactions must be approved by the board of directors, with related directors required to abstain from voting [4][5]. - Transactions exceeding certain monetary thresholds (e.g., 3 million yuan for legal entities) must be submitted for shareholder approval [6][7]. Group 4: Special Considerations - For transactions involving amounts over 30,000 yuan with individuals or 300,000 yuan with entities, the board has the authority to approve, while transactions over 3 million yuan and 5% of the company's net assets require shareholder approval [6][7]. - The company must engage qualified intermediaries for evaluation or auditing of significant transactions [6][7]. Group 5: Daily Operations and Reporting - Daily related party transactions must be documented and reported, with specific procedures for initial agreements and significant changes during execution [8][9]. - The company must ensure that all related party transactions are transparent and that the interests of minority shareholders are protected [2][5]. Group 6: Legal Compliance and Amendments - The management measures must comply with national laws and regulations, and any conflicts with existing laws will be resolved in favor of the latter [12][13]. - The board of directors is responsible for interpreting and amending these measures as necessary [12][13].
水羊股份: 关联交易管理办法(2025年7月)