电光科技: 电光防爆科技股份有限公司关联交易管理制度

Core Viewpoint - The article outlines the management system for related party transactions of the company, ensuring fairness and transparency in dealings with related parties to protect the interests of the company and non-related shareholders [1][2]. Group 1: General Principles - The company establishes this system to ensure that related party transactions are conducted in accordance with principles of honesty, equality, voluntariness, fairness, openness, and impartiality [1]. - Related party transactions must be documented in written agreements that clearly specify the terms, and the company is required to disclose the establishment, modification, termination, and performance of these agreements [1][2]. Group 2: Definition and Scope of Related Party Transactions - Related party transactions include various activities such as investments, asset purchases, sales, financial assistance, guarantees, leasing, and management of assets and businesses [2][3]. - The company defines related parties as both legal entities and natural persons that have significant control or ownership stakes in the company, including those holding more than 5% of shares [2][3]. Group 3: Approval Procedures - The board of directors must review related party transactions, with related directors abstaining from voting, and decisions require a majority of non-related directors [4][5]. - If the transaction amount exceeds 3 million yuan and represents more than 0.5% of the company's latest audited net assets, it must be approved by the board; amounts exceeding 30 million yuan and 5% require shareholder approval [6][7]. Group 4: Disclosure Requirements - Transactions exceeding 300,000 yuan with related natural persons or 3 million yuan with related legal entities must be disclosed promptly [10][12]. - The company must disclose details of related party transactions, including the parties involved, transaction terms, pricing, and any necessary approvals [27][28]. Group 5: Responsibilities and Compliance - The company’s securities department is responsible for maintaining an updated database of related parties and ensuring compliance with the management system [30]. - Any violations of the system by company personnel may result in accountability and compensation for losses incurred [32][33].