海天瑞声: 北京海天瑞声科技股份有限公司非日常经营交易事项决策制度

Core Points - The document outlines the decision-making system for non-routine operational transactions of Beijing Huitian Ruisheng Technology Co., Ltd, aiming to promote healthy and stable development while controlling operational risks [1][2][3] Summary by Sections Decision-Making Scope - The system applies to non-routine operational transactions that are not related to daily operations, including significant asset transactions and financial assistance [1][2] Board Approval Criteria - Transactions requiring board approval include those where the total asset involved exceeds 10% of the latest audited total assets, or where the transaction amount exceeds 10% of the company's market value [2][3] Shareholder Meeting Approval Criteria - Transactions requiring shareholder meeting approval include those where the total asset involved exceeds 50% of the latest audited total assets, or where the transaction amount exceeds 50% of the company's market value [4][5] Special Cases - Transactions that provide unilateral benefits, such as cash gifts or debt relief, are exempt from shareholder meeting approval [3][4] Financial Assistance Transactions - Financial assistance transactions must be approved by a two-thirds majority of the board and may require shareholder meeting approval if they exceed certain thresholds [6][12] Reporting Requirements - For transactions meeting specific thresholds, the company must provide audited financial reports or valuation reports, ensuring compliance with relevant regulations [5][6] Cumulative Calculation Principle - The document specifies that transactions should be evaluated based on a cumulative calculation principle over a 12-month period for certain decision-making processes [7][8] Asset Management Transactions - Transactions involving leasing or management of assets must adhere to specific calculation bases, such as rental income or total asset amounts [8][9] Compliance and Accountability - Any violations of the established procedures may result in disciplinary actions against responsible individuals, and the company reserves the right to seek compensation for losses incurred [19][20] Implementation and Amendments - The system is established by the board and requires shareholder approval to take effect, with provisions for amendments to be similarly approved [20][22]