天新药业: 防止大股东及关联方占用公司资金管理制度

Core Points - The company has established a management system to prevent the controlling shareholder and related parties from occupying company funds, ensuring the protection of the interests of all shareholders and creditors [1][2] - The system defines the controlling shareholder and related parties, outlining the types of fund occupation, including both operational and non-operational fund occupations [1][2] - Strict procedures are mandated for any related transactions, requiring timely settlement to avoid abnormal operational fund occupation [1][3] Group 1: Definition and Scope - The controlling shareholder is defined as a shareholder holding more than 50% of the company's total share capital or having significant voting power despite holding less than 50% [1] - Fund occupation includes operational fund occupation through related transactions and non-operational fund occupation such as loans or debt repayment on behalf of the controlling shareholder [1][2] Group 2: Responsibilities and Measures - The board of directors and senior management are legally obligated to maintain the safety of company funds and prevent fund occupation by the controlling shareholder and related parties [2][5] - The chairman of the board is designated as the primary responsible person for preventing fund occupation and managing fund recovery efforts [2][5] Group 3: Procedures for Fund Occupation - The company must implement measures for the recovery of occupied funds, including the possibility of using assets to offset debts, with independent evaluations required for asset valuation [3][4] - Regular inspections by the finance and internal audit departments are mandated to report on fund transactions with the controlling shareholder and related parties [5] Group 4: Accountability and Penalties - If fund occupation occurs, the board must take effective measures to stop the infringement and seek compensation, including legal action if necessary [5] - Directors and senior management who fail to fulfill their responsibilities or assist in fund occupation may face disciplinary actions, including potential dismissal [5]