CHISON MEDICAL(SH:688358) Zheng Quan Zhi Xing·2025-08-29 17:11Core Viewpoint - The document outlines the decision-making system for related party transactions of Wuxi Xiangsheng Medical Technology Co., Ltd, aiming to protect the rights of the company, shareholders, and creditors while ensuring fairness in related party transaction decisions [1][2]. Group 1: Definition and Scope of Related Party Transactions - Related party transactions are defined as transactions between the company or its subsidiaries and related parties, including asset purchases or sales, external investments, project transfers, licensing agreements, guarantees, leasing, asset management, donations, debt restructuring, financial assistance, and other transactions recognized by the Shanghai Stock Exchange [2][3]. - Related parties include individuals or entities that control the company, hold more than 5% of shares, company directors, senior management, and their close family members, as well as other entities that may have a special relationship with the company [2][3]. Group 2: General Provisions for Related Party Transactions - The company must ensure that related party transactions are legal, necessary, reasonable, and fair, maintaining independence and not using these transactions to manipulate financial indicators [3][4]. - All related party transactions must be documented in written agreements that adhere to principles of good faith, equality, and fair compensation, with clear and specific content [3][4]. Group 3: Decision-Making and Approval Process - Related party transactions exceeding certain thresholds must be submitted for board approval and disclosed promptly, including transactions over 300,000 yuan with related individuals or those exceeding 1% of the company's total audited assets or market value [8][9]. - The board must ensure that related directors abstain from voting on transactions where they have a conflict of interest, and decisions must be made by a majority of non-related directors [3][4]. Group 4: Reporting and Disclosure Requirements - Related parties must report any potential transactions in writing to the board or shareholders, detailing the nature and extent of the relationship and the transaction agreement [3][4]. - The company is required to disclose related party transactions in its annual and semi-annual reports, and if agreements exceed three years, they must be reviewed periodically [10][11].