Fuling Zhacai(SZ:002507) Xin Lang Cai Jing·2025-11-11 11:06Core Viewpoint - The Chongqing Fuling Zhacai Group Co., Ltd. has introduced a new system to regulate the behavior of its controlling shareholders and actual controllers, aiming to enhance corporate governance and ensure accurate and timely information disclosure [1][5]. Group 1: Scope and Principles - The new system applies to the actions of controlling shareholders, actual controllers, and their related parties, emphasizing their obligation to act in good faith and not to misuse their control to harm the company or other shareholders' rights [2]. - Controlling shareholders and actual controllers are required to sign a declaration and commitment letter, witnessed by a lawyer, to comply with laws and regulations, avoid abuse of control, and fulfill information disclosure obligations [2]. Group 2: Prohibition of Fund Misappropriation and Benefit Transfer - The system explicitly prohibits controlling shareholders and actual controllers from misappropriating company funds in seven specified scenarios, including requesting the company to pay personal expenses or debts, borrowing funds, and issuing commercial acceptance bills without real transactions [3]. - It also bans any form of fund misappropriation under the guise of temporary use or small amounts over multiple transactions [3]. Group 3: Ensuring Company Independence and Regulating Control Exercise - The system mandates that controlling shareholders and actual controllers take measures to ensure the company's asset integrity, personnel independence, financial independence, organizational independence, and business independence [4]. - It restricts controlling shareholders from interfering in company decisions, personnel appointments, financial accounting, or business operations, and requires them to protect the voting rights and proposal rights of minority shareholders [4]. Group 4: Strengthening Information Disclosure Management and Share Trading Regulations - Controlling shareholders and actual controllers must keep confidential any undisclosed significant information and assist the company in fulfilling its disclosure obligations [5]. - The system regulates the trading behavior of controlling shareholders and actual controllers, requiring compliance with laws and regulations, and ensuring fair transactions that protect the interests of the company and minority shareholders [5].