Core Viewpoint - The company has established a written inquiry system for major information disclosure by controlling shareholders, aimed at enhancing corporate governance and protecting the rights of all shareholders, especially minority shareholders [1][5]. Group 1: Applicable Scope and Core Principles - The system applies to the behavior norms and information disclosure management of controlling shareholders and their related parties, defining controlling shareholders as those holding over 50% of shares or having significant voting power [2]. - Controlling shareholders are required to adhere to principles of honesty and integrity, exercising their rights without misappropriating company funds or assets through related transactions or asset restructuring [2]. Group 2: Control Rights and Independence Maintenance - The system mandates that controlling shareholders use their control rights in good faith and take effective measures to ensure the fulfillment of commitments, providing guarantees for high-risk commitments [3]. - It prohibits controlling shareholders from affecting the integrity of company assets through various means, including shared production systems or unfair conditions [3]. - Specific forms of fund occupation by controlling shareholders are explicitly listed as prohibited, including requiring the company to advance expenses or engage in transactions without real trading backgrounds [3]. Group 3: Strengthening Information Disclosure and Share Trading Management - Controlling shareholders must cooperate with the company in insider information registration and respond to written inquiries within specified timeframes, ensuring the accuracy of information [4]. - They are required to proactively inform the company of significant events, such as shareholding changes exceeding 5% or major asset restructuring, while maintaining confidentiality of undisclosed information [4]. - In share trading, controlling shareholders must adhere to commitments and fair disclosure principles, especially when stock sales could lead to changes in company control [4]. Group 4: Implementation and Governance Improvement - The system will be implemented from the date of board approval, with the board responsible for its interpretation [5]. - This initiative is a significant step towards optimizing corporate governance by clarifying the rights and obligations of controlling shareholders and detailing prohibited behaviors and disclosure requirements [5].
喜临门制定控股股东重大信息问询制度 规范控制权行使与信息披露