TYDIC(SZ:300047) Zheng Quan Zhi Xing·2025-08-11 16:37Core Viewpoint - The company has established a fair decision-making system for related party transactions to ensure the fairness and reasonableness of transactions with related parties, promoting the lawful conduct of its business [1]. Group 1: General Principles - The internal control of related party transactions should adhere to principles of honesty, equality, voluntariness, fairness, openness, and impartiality [1]. - The company must not harm the interests of itself and other shareholders when handling related party transactions [1]. Group 2: Definition of Related Parties - Related parties include both related legal entities and natural persons [4]. - Legal entities that are considered related parties include those that directly or indirectly control the company or are controlled by the company’s related parties [4][5]. - Natural persons considered related parties include those who hold more than 5% of the company's shares, directors, and senior management [2][5]. Group 3: Transaction Types and Approval - Related party transactions include the transfer of resources or obligations between the company and its related parties, such as asset purchases or sales, and external investments [4][11]. - The chairman of the board can decide on related party transactions below certain thresholds, while transactions exceeding these thresholds require board approval and disclosure [13][14]. Group 4: Disclosure Requirements - Transactions exceeding 300,000 yuan with related natural persons or 3 million yuan with related legal entities must be disclosed [12][13]. - The company must submit various documents to the Shenzhen Stock Exchange when disclosing related party transactions, including pricing policies and transaction agreements [30][31]. Group 5: Decision-Making Procedures - Related party transactions must be discussed and approved by independent directors before being submitted to the board for approval [16][17]. - Related directors must abstain from voting on transactions where they have a conflict of interest [8][9]. Group 6: Annual Agreements and Reporting - The company should establish annual agreements for related party transactions, detailing pricing, total volume, and payment methods [22][23]. - If the transaction amount exceeds the estimated total, the company must resubmit for board or shareholder approval [15].