福瑞达: 鲁商福瑞达医药股份有限公司关联交易制度

Core Points - The document outlines the regulations and principles governing related party transactions for Lushang Furuida Pharmaceutical Co., Ltd, ensuring legality, fairness, and protection of shareholders' rights, especially for minority and non-related shareholders [1][2][3] Group 1: General Principles - The company aims to minimize related party transactions and ensure that transaction prices are fair, just, and publicly disclosed [2][3] - Related party transactions must not harm the legal rights of all shareholders, particularly minority and non-related shareholders [3] Group 2: Identification of Related Parties - Related parties include both legal entities and natural persons that have significant control or ownership over the company [4][5] - Specific criteria are established for identifying related legal entities and natural persons, including ownership thresholds and management positions [5][6] Group 3: Scope of Related Transactions - Related transactions encompass resource transfers or obligations between the company and its related parties, including various financial and operational activities [11][12] Group 4: Decision-Making Procedures and Disclosure - Transactions exceeding 30 million yuan or 5% of the company's net assets require disclosure and shareholder approval [12][13] - Daily related transactions may not require auditing unless specified by regulatory authorities or company bylaws [12][13] Group 5: Pricing and Management of Related Transactions - Pricing for related transactions should primarily follow market prices, with alternative methods like cost-plus pricing applicable when market prices are unavailable [26][27] Group 6: Exemptions from Disclosure and Approval - Certain transactions, such as those providing unilateral benefits without obligations, may be exempt from standard approval and disclosure requirements [30][31]