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芯碁微装: 防范大股东及其关联方资金占用制度(2025年8月)

Core Viewpoint - The document outlines a system to prevent the controlling shareholder, actual controller, and their related parties from occupying the funds of Hefei Chip Microelectronics Equipment Co., Ltd, aiming to protect the legal rights of all shareholders and creditors [1]. Summary by Sections Chapter 1: General Principles - The system is established in accordance with relevant laws and regulations, including the Company Law and Securities Law, to create a long-term mechanism to prevent fund occupation by controlling shareholders and actual controllers [1]. - The board of directors and senior management are legally obligated to maintain the safety of the company's funds [1]. Chapter 2: Principles for Prevention - Fund occupation includes both operational and non-operational fund occupation, with operational occupation arising from related transactions and non-operational occupation involving various expenses and debt repayments [2]. - The company must strictly limit fund occupation in transactions with controlling shareholders and actual controllers, prohibiting practices such as prepaying expenses or providing funds indirectly [2][3]. Chapter 3: Responsibilities and Measures - The company must prevent non-operational fund occupation and establish a long-term mechanism for this purpose [5]. - The board of directors is responsible for approving related transactions, with transactions exceeding board authority requiring shareholder meeting approval [5]. - The finance department is tasked with regular inspections to report on non-operational fund transactions with controlling shareholders and actual controllers [5]. Chapter 4: Accountability and Penalties - Directors and senior management who assist or condone fund occupation will face disciplinary actions, and significant violations may lead to shareholder meeting proposals for dismissal [8]. - The company will pursue legal action against controlling shareholders and actual controllers for asset infringement, including freezing their shares if necessary [6][9]. Chapter 5: Supplementary Provisions - Any matters not covered by this system will follow national laws and regulations, and the board of directors is responsible for interpretation and revision [11].