Core Points - The document outlines the behavior norms for the controlling shareholders and actual controllers of Guangzhou Weili Medical Equipment Co., Ltd, aiming to protect the rights and interests of the company and its shareholders [2][3][4] Group 1: General Principles - The norms are established based on relevant laws and regulations, including the Company Law and Securities Law, to guide the actions of controlling shareholders and actual controllers [2] - The controlling shareholders and actual controllers must exercise their rights and fulfill their obligations in accordance with laws and regulations, ensuring the interests of the listed company are maintained [2][4] Group 2: Responsibilities and Conduct - Controlling shareholders and actual controllers are prohibited from abusing their control rights or harming the legitimate rights of the company and other shareholders [4][5] - They must strictly adhere to public statements and commitments made, and cannot unilaterally change or waive them [4][5] - They are required to fulfill information disclosure obligations and promptly inform the company of any significant events [4][5] - They must not occupy company funds in any manner or compel the company to provide illegal guarantees [4][5][6] - Engaging in insider trading, short-term trading, or market manipulation is strictly forbidden [4][5][6] Group 3: Independence and Governance - The document emphasizes the importance of maintaining the independence of the company’s assets, personnel, finances, and operations [5][6] - Controlling shareholders and actual controllers must not interfere with the independent operation of the company's board, audit committee, or other departments [6][7] - They are required to support the establishment of an independent business model and avoid any competition that may harm the company's interests [6][7] Group 4: Information Disclosure - Controlling shareholders and actual controllers must ensure that all disclosed information is truthful, accurate, complete, timely, and fair [10][11] - They are responsible for notifying the company of any significant changes in their shareholding or control status [11][12] - Confidentiality of undisclosed significant information must be maintained, and any leaks must be reported immediately [11][12] Group 5: Share Transfer and Control Stability - Any transfer of shares that may lead to a change in control must be fair, reasonable, and not harm the interests of the company or other shareholders [12][13] - Controlling shareholders and actual controllers must maintain control stability and assess risks associated with stock pledges [12][13] Group 6: Compliance and Accountability - The document mandates that controlling shareholders and actual controllers must comply with all relevant laws and regulations, and they are accountable for any violations [15][16] - They must provide guarantees for commitments with significant performance risks and inform the company of any changes affecting these guarantees [14][15]
维力医疗: 《维力医疗控股股东、实际控制人行为规范》(2025年8月修订)