浙江金道科技股份有限公司 第一章 总 则 第一条 为保证浙江金道科技股份有限公司（以下简称"公司"）与关联方之间 的关联交易符合公平、公正、公开的原则，确保公司的关联交易行为不损害公司和 非关联股东的合法权益，根据《中华人民共和国公司法》《中华人民共和国证券法》 等有关法律、法规、规范性文件及《浙江金道科技股份有限公司章程》（以下简称 "公司章程"）的有关规定，结合公司实际情况，制订本制度。 第二条 公司与关联人之间的关联交易除遵守有关法律、法规、规范性文件及公 司章程的规定外，还需遵守本制度的有关规定。 第三条 公司与关联人之间的关联交易应签订书面协议。协议的签订应当遵循平 等、自愿、等价、有偿的原则，协议内容应明确、具体。 第四条 关联交易活动应遵循公平、公正、公开的原则,关联交易的价格原则上 不能偏离市场独立第三方的价格或收费的标准。 第二章 关联交易及关联人 第五条 关联交易是指公司或者控股子公司与公司关联人发生的转移资源或义 务的事项，包括： （一）购买或者出售资产； （二）对外投资（含委托理财，对子公司投资等，设立或者增资全资子公司除 外）； （三）提供财务资助（含委托贷款）； （四）提供担保（指 ...

Core Viewpoint - The document outlines the decision-making system for related party transactions of Shanghai Cambridge Technology Co., Ltd, emphasizing fairness, transparency, and protection of the company's and shareholders' interests [1][2]. Group 1: General Principles - The related party transactions must adhere to principles of equality, voluntariness, equivalence, and compensation [1][2]. - Related parties with voting rights at shareholder meetings should abstain from voting on related transactions, except in special circumstances [1][2]. - The board of directors must assess whether related transactions are beneficial to the company, potentially seeking independent evaluations [1][2]. Group 2: Definition and Scope of Related Parties - Related parties include related legal entities, natural persons, and potential related parties [2]. - Legal entities are considered related if they are controlled by the same parent company or if they hold significant shares (over 10%) in the company [2]. - Natural persons are defined as family members of key management and those holding significant shares [2]. Group 3: Types of Related Transactions - Related transactions include asset purchases or sales, external investments, financial assistance, guarantees, leasing, management contracts, donations, debt restructuring, and R&D project transfers [3][4]. Group 4: Pricing and Management of Related Transactions - Written agreements must be established for related transactions, specifying pricing policies [6]. - Pricing principles include government pricing, market prices from independent third parties, and reasonable cost-plus pricing [6][5]. - If no comparable market prices exist, reasonable costs plus profits can be used as a basis for pricing [5]. Group 5: Procedures and Disclosure Requirements - Transactions exceeding 300,000 yuan with related natural persons must be disclosed to shareholders [6]. - Transactions over 3 million yuan with related legal entities, constituting more than 0.5% of the latest audited net assets, require board approval and disclosure [7]. - Transactions over 30 million yuan, constituting more than 5% of the latest audited net assets, necessitate independent evaluation and shareholder meeting approval [7]. Group 6: Approval and Voting Procedures - Related directors must abstain from voting on related transactions, and decisions require a majority of non-related directors [12][19]. - Related shareholders must also abstain from voting on matters where their interests may conflict [12][19]. Group 7: Exemptions from Obligations - Certain transactions, such as cash subscriptions for publicly issued stocks or bonds, are exempt from the obligations outlined in the document [13]. Group 8: Record Keeping and Amendments - Records of related transaction decisions must be maintained for at least ten years [14]. - The board of directors is responsible for amending the decision-making system in accordance with relevant laws and regulations [14].

Core Viewpoint - The document outlines the decision-making system for related party transactions of Guangdong Lingyi Intelligent Manufacturing Co., Ltd, aiming to regulate such transactions, protect the rights of shareholders, especially minority investors, and ensure fairness and transparency in dealings with related parties [1][2]. Group 1: General Principles - The system is established to standardize related party transactions and enhance internal control [1]. - Related parties include both legal entities and natural persons, with specific criteria for identification [2][5]. - The company must ensure that transactions with related parties adhere to principles of honesty, fairness, and transparency [8][9]. Group 2: Related Party Transactions - Related party transactions encompass various activities, including asset purchases, financial assistance, and joint investments [5][8]. - Transactions exceeding certain monetary thresholds require board approval and must be disclosed [13][14][15]. - The company must avoid conflicts of interest by ensuring that related directors and shareholders abstain from voting on relevant matters [6][7]. Group 3: Decision-Making Procedures - Independent directors must review related party transactions, and a majority approval is required for such transactions [10][11]. - If related directors are present, they must recuse themselves from voting, ensuring that decisions are made by non-related directors [11][12]. - The company must disclose transaction details, including pricing policies and the rationale behind them, to maintain transparency [18][19]. Group 4: Disclosure Requirements - The company is obligated to disclose related party transactions in its annual and semi-annual reports, summarizing the execution of these transactions [13][14]. - Specific documentation, including agreements and board resolutions, must be submitted to the Shenzhen Stock Exchange for review [11][12]. - The company must provide detailed information about the nature of the relationships involved in the transactions [12][18]. Group 5: Financial Assistance and Guarantees - The company is prohibited from providing financial assistance to related parties, with exceptions for certain joint ventures [20][21]. - Guarantees provided to related parties require approval from a majority of non-related directors and must be disclosed to shareholders [21][22]. - The company must ensure that any guarantees provided are backed by appropriate collateral from the related parties [21]. Group 6: Miscellaneous Provisions - The document stipulates that any amendments to the system must comply with existing laws and regulations [30][31]. - The system will take effect upon approval by the board of directors and will be subject to periodic review [32][18].

Group 1 - The company held its second temporary meeting of the seventh supervisory board on June 5, 2025, via communication, with all five supervisors present, making the meeting valid [1] - The supervisory board unanimously approved the proposal to cancel the supervisory board and amend the company's articles of association and related rules, which aligns with relevant regulations [1] - The supervisory board also approved the proposal to amend the "Fair Decision-Making System for Related Transactions" to ensure compliance with legal and regulatory requirements [2] - The proposal to amend the "Management System for Raised Funds" was also approved, ensuring it meets legal and regulatory standards [2]

Core Viewpoint - The document outlines the decision-making system for related party transactions of Shenzhen Jingzhida Technology Co., Ltd, ensuring compliance with relevant laws and protecting the rights of the company and its non-related shareholders [1][2]. Group 1: General Principles - The company aims to regulate related party transactions to prevent harm to the company and its shareholders, based on various legal frameworks [1]. - Related party transactions must be legal, transparent, and not conceal relationships or evade disclosure obligations [2][3]. - Basic principles for related party transactions include honesty, equality, voluntary participation, fairness, and public disclosure [2]. Group 2: Definition and Scope - Related parties include individuals or entities that control the company, hold more than 5% of shares, or are closely related to key management [5]. - Transactions involving related parties must be reported and updated regularly through the exchange's management system [3][4]. Group 3: Approval and Disclosure Procedures - Certain related party transactions require board approval and must be disclosed to shareholders, especially those involving guarantees or significant financial support [4][5]. - The board must evaluate the necessity and fairness of transactions, potentially involving independent assessments [7][8]. Group 4: Decision-Making Authority - The document specifies different approval levels for transactions based on their size and nature, with certain transactions requiring board or chairman approval [10][11]. - Related directors must abstain from voting on transactions where they have a conflict of interest [9][10]. Group 5: Internal Control and Monitoring - The company must maintain accurate records of related parties and monitor for any potential misuse of company resources by related parties [14][16]. - In case of any financial harm due to related party actions, the board is responsible for taking protective measures [16].