泰禾股份: 关联交易管理办法（2025年8月）

Core Points - The article outlines the management measures for related party transactions of Nantong Taihe Chemical Co., Ltd, aiming to standardize decision-making procedures and protect the interests of the company and minority shareholders [1][4][12] Group 1: General Principles - The company must ensure that related party transactions are priced fairly, comply with decision-making procedures, and adhere to information disclosure norms [1][2] - A robust internal control system for related party transactions should be established, following principles of honesty, equality, voluntariness, fairness, openness, and impartiality [1][4] Group 2: Identification of Related Parties and Transactions - Related parties include both legal entities and natural persons, with the identification process governed by relevant laws and regulations [2][4] - Related transactions encompass various activities such as asset purchases or sales, external investments, financial assistance, guarantees, leasing, and management contracts [3][4] Group 3: Management of Related Transactions - The company must prevent improper related transactions that could lead to moral, legal, or systemic risks [4][5] - Related transactions should be documented in written agreements that clearly define the rights, obligations, and pricing policies of both parties [5][10] Group 4: Decision-Making Procedures - Transactions exceeding 300,000 yuan with related natural persons require board approval and timely disclosure, while those below this threshold can be decided by the general manager [6][7] - Transactions over 3 million yuan that account for more than 5% of the company's latest audited net assets must be submitted for shareholder approval and require an evaluation by a qualified intermediary [6][9] Group 5: Special Provisions for Daily Transactions - The company can estimate annual amounts for daily related transactions and must disclose any actual amounts exceeding these estimates [11][12] - Agreements for daily related transactions lasting over three years must undergo re-evaluation and disclosure every three years [11][12]