壹网壹创: 关联交易决策制度(2025年8月)

Core Viewpoint - The document outlines the decision-making system for related party transactions of Hangzhou Yiwan Yichuang Technology Co., Ltd, ensuring that such transactions adhere to principles of honesty, fairness, and transparency while protecting the rights of the company and non-related shareholders [1]. Group 1: Related Parties and Relationships - Related parties include both legal entities and natural persons that have a significant influence or control over the company [3][4]. - A legal entity is considered a related party if it directly or indirectly controls the company or is controlled by a related party [3][4]. - Natural persons are classified as related parties if they are directors, supervisors, or senior management of related legal entities, or if they are closely related family members of such individuals [2][4]. Group 2: Related Transactions - Related transactions involve the transfer of resources or obligations between the company and its related parties, including asset purchases, financial assistance, and management contracts [3][4]. - The company must ensure that related transactions do not harm the interests of the company and non-related shareholders, and that pricing is aligned with market standards [4][10]. Group 3: Decision-Making Procedures - Related transactions must be approved by the board of directors, with related directors abstaining from voting [5][10]. - Transactions exceeding 300,000 yuan with related natural persons or 3 million yuan with related legal entities require approval from independent directors and must be disclosed [5][6]. - For transactions over 30 million yuan and 5% of the company's net assets, shareholder approval is necessary, and an independent audit or valuation must be conducted [6][10]. Group 4: Disclosure and Compliance - The company is required to disclose related transactions in accordance with regulatory standards, ensuring transparency in the approval process [11][12]. - If a related transaction is executed without prior approval, the company must seek retroactive approval within 60 days of becoming aware of the situation [10][11]. - The company must re-evaluate and disclose agreements for related transactions that exceed three years in duration [9][12].