凯众股份: 上海凯众材料科技股份有限公司关联交易管理制度

Core Points - The document outlines the management system for related party transactions of Shanghai Kaizhong Materials Technology Co., Ltd, ensuring fairness, transparency, and protection of the rights of non-related shareholders [2][4][18] Group 1: Basic Principles - Related party transactions must adhere to principles of openness, fairness, and honesty [3][4] - The company may hire independent professionals to provide opinions when necessary [3] Group 2: Definition of Related Parties - Related parties include both legal entities and natural persons that have control or significant shareholding in the company [3][4] - Specific criteria are established to identify related parties, including those holding more than 5% of shares [3][4] Group 3: Reporting and Disclosure - Directors and senior management must report related party lists and relationships to the board [6][10] - Transactions exceeding certain thresholds must be submitted for board approval and disclosed [11][12] Group 4: Decision-Making Procedures - Related party transactions require approval from non-related directors and must be disclosed to shareholders [19][20] - The board must ensure that related directors abstain from voting on related transactions [19][20] Group 5: Exemptions from Procedures - Certain transactions, such as those providing unilateral benefits without obligations, may be exempt from the usual approval and disclosure requirements [29][30] - Transactions involving cash contributions to newly established companies under specific conditions may also be exempt [30]