众兴菌业: 关联交易管理制度

Core Viewpoint - The document outlines the management system for related party transactions of Tianshui Zhongxing Mushroom Industry Technology Co., Ltd, ensuring fairness, transparency, and compliance with relevant laws and regulations [1][2][3]. Group 1: General Principles - The related party transactions must adhere to principles of equality, voluntariness, equivalence, and compensation [1][2]. - Transactions should be documented in written agreements that clarify the rights, obligations, and legal responsibilities of both parties [1][2]. - Related parties with voting rights at shareholder meetings must abstain from voting on related transaction matters [1][2]. Group 2: Definition and Scope of Related Parties - Related parties include both legal entities and natural persons that have significant control or ownership over the company [2][3]. - Legal entities that control the company directly or indirectly, or hold more than 5% of the company's shares, are considered related parties [2][3]. Group 3: Transaction Pricing and Management - The pricing of related party transactions should follow a hierarchy: state pricing, market price, cost-plus pricing, and negotiated pricing [10][11]. - Transactions must be settled monthly based on the agreed price and actual transaction quantity [11]. Group 4: Decision-Making Procedures and Disclosure - Transactions exceeding certain thresholds must be approved by a majority of independent directors and disclosed to the board [12][13]. - Transactions with amounts exceeding 30,000 yuan with natural persons or 3 million yuan with legal entities must be disclosed [12][13]. Group 5: Supervision and Compliance - The audit committee is responsible for overseeing related party transactions [35]. - Internal audit departments must conduct quarterly checks on the implementation of related transactions and report findings to the board [36][37]. Group 6: Miscellaneous Provisions - The document specifies that related party transactions must not harm the interests of the company and minority shareholders [10][19]. - The management system will take effect upon approval by the company's shareholders [42].