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德明利: 关联交易决策制度(2025年9月)

Core Viewpoint - The article outlines the decision-making system for related party transactions of Shenzhen Demingli Technology Co., Ltd, emphasizing the need for transparency, fairness, and protection of the rights of non-related shareholders [2][3]. Group 1: General Principles - The company aims to regulate related party transactions to ensure they do not harm the interests of the company and non-related shareholders [2]. - Related party transactions must adhere to principles of honesty, equality, voluntariness, fairness, openness, and impartiality [2][3]. - Written agreements are required for related party transactions, specifying clear and concrete terms [2]. Group 2: Definition and Identification of Related Parties - Related parties include controlling shareholders, actual controllers, directors, senior management, and entities they control [3][4]. - The company must maintain a list of related parties and their relationships, which must be reported to the board of directors [4][5]. Group 3: Transaction Approval Procedures - Related party transactions must be approved by the board of directors or shareholders, with related parties abstaining from voting [6][7]. - The company must disclose related party transactions to shareholders, ensuring transparency [5][10]. Group 4: Specific Transaction Types and Thresholds - Transactions exceeding 30 million yuan or 5% of the latest audited net assets require shareholder approval [10]. - Daily operational transactions must follow specific approval processes based on their amounts [11][12]. Group 5: Financial Restrictions - The company is prohibited from providing funds to controlling shareholders or related parties without a legitimate business purpose [15][16]. - Any financial transactions must be conducted in a manner that does not compromise the company's interests [15].