海天瑞声: 北京海天瑞声科技股份有限公司关联交易管理办法

Core Points - The article outlines the management measures for related party transactions of Beijing Huitian Ruisheng Technology Co., Ltd. to ensure compliance with relevant laws and regulations [1][10] - The measures aim to prevent related party transactions from harming the interests of the company and its shareholders [1] Group 1: Definition and Scope - Related party transactions refer to matters that may lead to the transfer of resources or obligations between the company or its subsidiaries and related parties [1] - The definition of related parties, shareholders, and directors is determined according to laws, regulations, and normative documents [1] Group 2: Transaction Procedures - Related party transactions must be formalized in written agreements, adhering to principles of equality, voluntariness, equivalence, and compensation [2] - The company must take effective measures to prevent related parties from interfering with its operations through monopolistic procurement and sales channels [2] Group 3: Approval Authority - The approval authority for related party transactions is categorized based on the nature and amount of the transaction, with specific thresholds for board and shareholder approval [4][5] - Transactions involving amounts over 300,000 yuan with related natural persons require board approval, while those below this threshold can be decided by the chairman [4] Group 4: Financial Assistance Restrictions - The company is prohibited from providing financial assistance to related parties, except under specific conditions where other shareholders provide equal financial support [5] - Any financial assistance to related affiliated companies must also be approved by a majority of non-related directors [5] Group 5: Disclosure and Voting Procedures - Directors with a related party relationship must disclose the nature and extent of their relationship to the board [6] - Related shareholders are not allowed to participate in voting on related party transactions at shareholder meetings, and their shares are excluded from the total voting rights [19][21]