规范关联方资金往来

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芯源微: 《规范与关联方资金往来管理制度》
Zheng Quan Zhi Xing· 2025-06-06 13:17
Core Viewpoint - The company has established a comprehensive management system to regulate financial transactions with related parties, aiming to prevent the misuse of company funds and protect the interests of shareholders and stakeholders [2][3]. Group 1: General Principles - The system is designed to prevent related parties from occupying company funds, ensuring compliance with relevant laws and regulations [2]. - Related parties include controlling shareholders, actual controllers, and other associated entities as defined by the listing rules [2]. Group 2: Prevention of Fund Occupation - The company prohibits related parties from using various methods to occupy company funds, including requiring the company to cover expenses or debts [3][4]. - Specific prohibited actions include requesting the company to pay wages, benefits, or other costs, and engaging in transactions without genuine commercial substance [3][4]. Group 3: Responsibilities and Measures - The board of directors and senior management are legally obligated to safeguard the company's financial security and must adhere to established protocols [6][7]. - The audit committee is responsible for guiding internal audits and ensuring that any fund occupation by related parties is promptly reported and addressed [6][7]. Group 4: Accountability and Disciplinary Actions - Directors and senior management are required to maintain the integrity of company funds, with disciplinary actions in place for those who facilitate or condone fund occupation [8][9]. - The company reserves the right to pursue legal action against responsible parties if fund occupation results in losses [9]. Group 5: Additional Provisions - The management system will take effect upon approval by the board and will be subject to modifications as necessary [10].
三全食品: 关于规范与关联方资金往来管理制度(2025年5月修订)
Zheng Quan Zhi Xing· 2025-05-13 14:08
Core Viewpoint - The document outlines the management system for fund transactions between Sanquan Foods Co., Ltd. and its related parties, aiming to protect investors' rights and ensure compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The purpose of the system is to regulate fund transactions with controlling shareholders, actual controllers, and other related parties, ensuring investor rights are protected [1]. - Related parties are defined according to legal regulations and include both legal entities and individuals [1]. - Fund occupation includes both operational and non-operational fund occupation [2]. Group 2: Regulations on Fund Transactions - The company should minimize related transactions and avoid occupying company funds during operational transactions with related parties [2]. - Controlling shareholders must exercise their rights legally and cannot harm the interests of the company or public shareholders through various means [2][3]. - The company is prohibited from providing funds or resources to controlling shareholders and related parties in specific ways, including covering expenses or debts without a legitimate transaction background [2][3]. Group 3: Payment Procedures - Payments to related parties must follow the company's governance procedures and require approval from the chief accountant and the chairman [3][4]. - The finance department must adhere to all company regulations and financial management rules when processing payments [4]. Group 4: Audit and Record Management - The company must hire certified public accountants to audit annual financial reports and provide special statements regarding fund occupation by related parties [4][5]. - The finance department is responsible for accurately accounting and documenting fund transactions with related parties [5]. Group 5: Legal Responsibilities - The company must take effective measures against controlling shareholders and related parties that infringe on company assets and shareholder interests, including reporting to authorities if necessary [5][6]. - Violations by directors and senior management in assisting related parties to infringe on company property will result in disciplinary actions [5][6]. - Funds occupied by related parties should primarily be repaid in cash, with strict controls on non-cash asset repayments [6].