PCI-STCL(SH:600728) Zheng Quan Zhi Xing·2025-09-02 16:14Core Points - The document outlines the management system for related party transactions of Jiadu Technology Group Co., Ltd, aiming to standardize related transactions, enhance operational compliance, and protect the rights of shareholders [1][2][3] Group 1: General Principles - The system is established in accordance with the Shanghai Stock Exchange Listing Rules, the Hong Kong Stock Exchange Listing Rules, and the company's articles of association [1] - Related transactions include those defined under both the Shanghai and Hong Kong regulations, ensuring comprehensive coverage [1][2] Group 2: Identification of Related Parties and Transactions - Related parties include both legal entities and natural persons who have significant control or ownership over the company [4][5] - Specific criteria for identifying related legal entities include direct or indirect control, significant shareholding, and other relationships that may lead to preferential treatment [4][5][6] Group 3: Reporting and Disclosure Requirements - The company must disclose related party transactions in both interim and annual reports, adhering to the relevant accounting standards and regulations [2][10] - Transactions exceeding certain thresholds require approval from independent directors and must be disclosed promptly [11][12] Group 4: Decision-Making Procedures - Related party transactions must be approved by a majority of independent directors and disclosed if they meet specified financial thresholds [11][12] - The company must maintain a record of related parties and ensure compliance with disclosure obligations [11][12] Group 5: Pricing and Management of Related Transactions - Related transactions should be conducted at fair prices, reflecting market conditions, and must be documented through written agreements [29][30] - The finance department is responsible for reviewing contracts and ensuring compliance with pricing principles [29][30] Group 6: Exemptions from Approval and Disclosure - Certain transactions may be exempt from the usual approval and disclosure requirements, such as those that do not involve any payment or obligation from the company [37][38] - Exemptions also apply to transactions that meet specific criteria set by the Hong Kong Stock Exchange [38][39]