PCI-STCL(SH:600728) Zheng Quan Zhi Xing·2025-09-02 16:14Core Viewpoint - The draft conflict of interest management system aims to prevent conflicts between the interests of the company's directors, supervisors, and senior management and the company's interests, promoting standardized business development [1][2]. Group 1: General Principles - The system is designed to prevent conflicts of interest among the company's directors, supervisors, and senior management, in accordance with relevant regulations [1]. - The term "conflict of interest" refers to situations where the interests of the company's directors, supervisors, and senior management conflict with the company's interests, potentially harming the rights of the company and its shareholders [2]. Group 2: Common Situations of Conflict of Interest - Common situations include holding interests in competing companies or companies with business dealings with the company, provided that such holdings do not exceed 5% of the issued shares of those companies [2]. - Related transactions involving loans or business dealings with individuals or institutions that have business relations with the company are also considered conflicts of interest [2]. Group 3: Specific Arrangements to Prevent Conflicts of Interest - Directors, supervisors, and senior management are prohibited from investing in or holding shares in companies that compete with the company or have business dealings with it [3]. - Related transactions must be disclosed and handled according to the relevant regulations, and efforts should be made to avoid such transactions [4]. - Individuals in these positions must not hold roles in competing companies or engage in activities that could harm the company's interests [4]. Group 4: Management of Conflicts of Interest - The audit committee of the board of directors is responsible for the daily management of conflicts of interest [5]. - Directors, supervisors, and senior management must submit a conflict of interest declaration form annually, and any existing or potential conflicts must be reported within specified timeframes [5][6]. - The audit committee will conduct annual reviews of conflicts of interest involving the company's directors, supervisors, and senior management [6]. Group 5: Disciplinary Actions for Violations - Violations of the conflict of interest management system may result in disciplinary actions, including warnings, public criticism, or termination of contracts, depending on the severity of the violation [6]. Group 6: Implementation and Amendments - The system will take effect upon approval by the board of directors and after the company's H-share listing is recorded with the China Securities Regulatory Commission [7]. - Any matters not covered by the system will be governed by national laws, regulations, and the company's articles of association [7].