TC(SH:603421) Zheng Quan Zhi Xing·2025-08-25 17:31Core Points - The company establishes a long-term mechanism to prevent the controlling shareholder and related parties from occupying company funds [1] - The policy applies to fund management between the controlling shareholder, related parties, and subsidiaries included in the consolidated financial statements [1][2] - The company defines "related parties" based on the criteria set by the Ministry of Finance [1][2] Group 1: Definitions and Types of Fund Occupation - Operating fund occupation refers to fund occupation arising from related transactions in production and operation, such as procurement and sales [2] - Non-operating fund occupation includes expenses like wages, benefits, and other payments made on behalf of the controlling shareholder and related parties, as well as any loans or guarantees provided without real transactions [2][3] Group 2: Preventive Measures - The company must strictly prevent non-operating fund occupation and establish a long-term mechanism for this purpose [5] - The company should maintain independence in personnel, assets, and finances from the controlling shareholder and related parties [5][6] - The board of directors and internal institutions must operate independently and exercise management rights without interference from the controlling shareholder [6] Group 3: Transaction Regulations - The company must limit fund occupation by the controlling shareholder and related parties during operating fund transactions and adhere to approval procedures [3][4] - The company is prohibited from providing funds directly or indirectly to the controlling shareholder and related parties through various means, including loans and guarantees [3][4] - All related transactions must follow the company's decision-making procedures [10] Group 4: Accountability and Auditing - The board of directors is responsible for preventing fund occupation and must report any violations to the board or audit committee [6][7] - The company must conduct self-inspections regarding fund transactions and rectify any violations promptly [6][7] - An annual audit by a qualified accounting firm is required to assess fund occupation and guarantee issues [7][8] Group 5: Legal and Disciplinary Actions - The board must take effective measures against the controlling shareholder if they infringe upon company assets and may initiate legal action if necessary [7][8] - The company will impose economic penalties on responsible parties for any non-operating fund occupation that negatively impacts the company [8][9] - The board of directors must ensure compliance with laws and regulations regarding guarantees and may face liability for any violations [8][9]