振德医疗: 振德医疗关联交易决策制度

Core Points - The article outlines the regulations for related party transactions of ZhenDe Medical Supplies Co., Ltd to ensure fairness and protect investor interests [1] - The company must adhere to principles of honesty, equality, and market-based pricing in related party transactions [1][2] - Related party transactions must be approved by the board of directors or shareholders depending on the transaction amount [3][4] Related Party Transactions - Related parties include both legal entities and natural persons that may influence the company's interests [2] - Related party transactions encompass various activities such as asset purchases, financial assistance, and management services [2][3] Decision-Making Authority - Shareholder approval is required for transactions exceeding 30 million yuan or 5% of the latest audited net assets [3] - The board of directors must approve transactions over 300,000 yuan for legal entities and 30,000 yuan for natural persons [3][4] - The chairman can approve transactions below the specified thresholds without board approval [3] Review Procedures - The general manager organizes proposals for related party transactions, detailing pricing and impact on shareholder interests [6] - Related directors must abstain from voting on transactions, and a majority of non-related directors must be present for decisions [6][7] Disclosure Requirements - The company must disclose ongoing related party transactions in annual and semi-annual reports, especially if terms change significantly [9] - New related party transactions must be submitted for board or shareholder approval based on total transaction amounts [9] Miscellaneous - Transactions that benefit the company without cost or obligation may be exempt from certain voting and disclosure requirements [8] - The company’s subsidiaries are subject to the same regulations regarding related party transactions [15]