NJTC(SH:601975) Zheng Quan Zhi Xing·2025-08-24 16:16Core Viewpoint - The document outlines the decision-making system for related party transactions of China Merchants Nanjing Tanker Corporation, aiming to ensure compliance with relevant regulations and maintain transparency in transactions [1][2][3]. Group 1: Definition and Scope of Related Party Transactions - Related party transactions are defined as matters involving the transfer of resources or obligations between the company and its controlling subsidiaries with related parties, including but not limited to asset purchases, investments, financial assistance, and service provisions [1][2]. - Related parties include both legal entities and natural persons that meet specific criteria, such as holding more than 5% of shares or being in a close relationship with the company’s management [3][4]. Group 2: Decision-Making and Approval Process - The company’s board of directors must be informed of related parties and their relationships, ensuring proper registration and management of this information [4]. - Related transactions must adhere to principles of honesty, fair pricing, and proper decision-making procedures, with related parties abstaining from voting on relevant matters [4][5]. Group 3: Transaction Amounts and Approval Requirements - Transactions with related natural persons exceeding 300,000 yuan and those with related legal entities exceeding 3 million yuan or 0.5% of the latest audited net assets require board approval [5][6]. - Shareholder meetings must approve transactions exceeding 30 million yuan or 5% of the latest audited net assets, with related shareholders abstaining from voting [6][7]. Group 4: Cumulative Calculation and Disclosure - Related transactions are to be cumulatively calculated over a twelve-month period, and if they meet disclosure standards, they must be reported according to the Shanghai Stock Exchange requirements [7][8]. - The document emphasizes that previously completed transactions that did not meet disclosure standards are not included in cumulative calculations if proper procedures were followed [7]. Group 5: Implementation and Interpretation - The decision-making system will be enforced from the date of approval by the shareholders' meeting, with the board of directors responsible for its interpretation [8].