万和电气: 关联交易管理制度（2025年8月）

General Principles - The company establishes this system to ensure fairness and reasonableness in related party transactions, protecting the interests of all shareholders, especially minority shareholders [1] - The company aims to minimize related party transactions and ensure that any transactions are beneficial to the company, potentially seeking opinions from intermediaries or professional evaluation agencies [1][2] - Related party transactions must adhere to principles of openness, fairness, and justice, with pricing primarily based on market principles [1] Definition of Related Party Transactions - Related party transactions include the transfer of resources or obligations between the company and its related parties, covering various activities such as asset purchases, financial support, and service provision [2][3] Related Parties and Relationships - Related parties include both legal entities and natural persons, with specific criteria for identifying related legal entities and individuals [3][4] - The company must report any related party relationships to the Shenzhen Stock Exchange [4] Decision-Making Procedures for Related Party Transactions - Proposed related party transactions must be reported to the executive office and the board of directors for approval [4][5] - Transactions exceeding certain thresholds must be disclosed and submitted for shareholder approval, with specific monetary limits set for different types of transactions [5][6] Disclosure Requirements - The company must disclose related party transactions according to regulatory requirements, including details about the transaction parties, pricing, and any necessary approvals [12][13] - Annual and semi-annual reports must summarize the actual performance of daily related party transactions [11] Special Cases and Exemptions - Certain transactions may be exempt from audit or evaluation requirements, such as daily related party transactions or transactions where pricing is regulated by the state [11][15] - The company must ensure that any financial support provided to related parties complies with specific approval processes [15][16] Implementation and Amendments - This system is effective from the date of board approval and will be amended as necessary [17]