塞力医疗: 关联交易决策制度(2025年8月)

General Principles - The company establishes a decision-making system for related party transactions to ensure fairness and reasonableness in transactions with related parties, in compliance with relevant laws and regulations [2][3][4] - The internal control of related party transactions should adhere to principles of honesty, equality, voluntariness, fairness, and openness, protecting the interests of all shareholders, especially minority shareholders [2][3] Definition of Related Parties and Transactions - Related parties include both legal entities and natural persons that have significant control or ownership over the company, such as those holding more than 5% of shares [5][6] - Related party transactions encompass various activities, including asset purchases, financial assistance, and service provisions [8][9] Decision-Making Authority for Related Transactions - Transactions exceeding certain thresholds, such as 3 million yuan or 0.5% of the latest audited net assets, require approval from a majority of independent directors and must be disclosed [9][10] - Transactions involving guarantees for related parties must receive approval from a supermajority of non-related directors and be submitted for shareholder meeting review [11][12] Pricing and Execution of Related Transactions - Related party transactions must be conducted at fair prices, with written agreements outlining pricing policies [29][30] - The company must ensure that related party transactions do not harm its interests or those of other shareholders, and must take measures to prevent related parties from monopolizing business channels [36][37] Information Disclosure - The company is required to disclose details of related party transactions, including the nature of the relationship, transaction terms, and pricing basis, in accordance with stock exchange regulations [38][39] - Annual and semi-annual reports must include significant related party transactions and their impacts on the company [27][28]