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防范控股股东及关联方资金占用
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燕麦科技: 防范控股股东及关联方占用公司资金管理制度
Zheng Quan Zhi Xing· 2025-07-27 16:13
Core Viewpoint - Shenzhen Oat Technology Co., Ltd. has established a management system to prevent the misuse of company funds by controlling shareholders, actual controllers, and related parties, ensuring the protection of the company's and shareholders' legitimate rights and interests [1][2]. Group 1: Definition and Scope - The management system applies to fund transactions between the company and its controlling shareholders, actual controllers, and related parties, as well as between these entities and subsidiaries included in the company's consolidated financial statements [1]. - The term "fund occupation" includes both operational and non-operational fund occupation, with operational occupation arising from related transactions and non-operational occupation involving payments for wages, benefits, and other expenses on behalf of the controlling shareholders or related parties [2][3]. Group 2: Principles to Prevent Fund Occupation - The company prohibits any fund occupation by controlling shareholders and related parties during operational transactions [4]. - Specific methods of providing funds to controlling shareholders and related parties are restricted, including covering expenses, lending funds, and issuing commercial acceptance bills without real transaction backgrounds [5][6]. Group 3: Measures and Regulations - The board of directors is responsible for approving related transactions, with the finance department tasked with regular checks on non-operational fund transactions to prevent misuse [9][10]. - The internal audit department conducts regular audits to monitor fund occupation situations and ensure compliance with the management system [10][11]. Group 4: Responsibilities and Penalties - If non-operational fund occupation occurs, responsible individuals may face economic penalties, and those causing losses to the company may be liable for compensation [10][11]. - The company will initiate dismissal procedures against directors or senior management who assist or condone the occupation of company assets by controlling shareholders [11].
赛伦生物: 赛伦生物:防范控股股东、实际控制人及关联方占用公司资金管理制度(2025年7月)
Zheng Quan Zhi Xing· 2025-07-24 16:33
Core Points - The article outlines the measures taken by Shanghai Sailun Biotechnology Co., Ltd. to prevent the controlling shareholder, actual controller, and related parties from occupying company funds [2][3][4] - The company aims to establish a long-term mechanism to safeguard the interests of all shareholders and stakeholders [2][3] Group 1: General Principles - The system applies to fund management between the controlling shareholder, actual controller, and related parties with the company and its subsidiaries [3] - The definition of controlling shareholders, actual controllers, and related transactions follows the regulations of the Shanghai Stock Exchange [3] Group 2: Types of Fund Occupation - Fund occupation includes both operational and non-operational fund occupation [4] - Operational fund occupation refers to fund occupation arising from related transactions in production and operation [4] - Non-operational fund occupation includes various forms such as payment of wages, debts, and other expenses on behalf of the controlling shareholder or related parties [4][5] Group 3: Prevention Measures - The company prohibits any form of fund occupation by the controlling shareholder or related parties [5][6] - Strict procedures and disclosure obligations must be followed for any operational fund transactions with the controlling shareholder or related parties [6][7] - The board of directors is responsible for establishing a verification system to monitor transactions and fund flows with the controlling shareholder and related parties [7][8] Group 4: Responsibilities and Accountability - The board of directors and senior management must diligently fulfill their responsibilities to protect company funds [9][10] - Any violation of the fund occupation rules by the controlling shareholder or related parties will result in liability for damages [10][12] - The company must take protective measures to minimize losses caused by fund occupation or transfer by the controlling shareholder or related parties [10][11]
振德医疗: 振德医疗防范控股股东及关联方占用公司资金管理制度
Zheng Quan Zhi Xing· 2025-07-23 16:23
Core Viewpoint - The company has established a long-term mechanism to prevent the controlling shareholder and related parties from occupying company funds, ensuring compliance with relevant laws and regulations [1][2][3]. Group 1: General Principles - The system aims to prevent the controlling shareholder and related parties from occupying company funds through various means, including operational and non-operational fund occupation [1][4]. - The company will implement measures to ensure timely settlement of related transactions to avoid abnormal operational fund occupation [3][4]. Group 2: Prevention Measures - The company prohibits providing funds to the controlling shareholder and related parties through various means, including loans and guarantees without real transaction backgrounds [3][4][5]. - Regular checks will be conducted by the finance and audit departments to monitor non-operational fund transactions with the controlling shareholder and related parties [4][5]. Group 3: Responsibilities of Management - The board of directors and senior management are legally obligated to safeguard company funds and must report any fund occupation incidents to the board [5][6]. - The chairman of the board is designated as the primary responsible person for preventing fund occupation [6]. Group 4: Accountability and Penalties - The company will impose administrative and economic penalties on directors and senior management who assist or condone fund occupation by the controlling shareholder and related parties [7][8]. - Legal responsibilities will be pursued against those causing losses to investors due to violations of this system [7][8].
龙蟠科技: 江苏龙蟠科技集团股份有限公司防范控股股东及关联方资金占用管理办法
Zheng Quan Zhi Xing· 2025-07-22 16:16
江苏龙蟠科技集团股份有限公司 防范控股股东及关联方资金占用管理办法 江苏龙蟠科技集团股份有限公司 (2025 年 7 月修订) 江苏龙蟠科技集团股份有限公司 第二条 本制度适用于本公司及所属分公司、全资子公司和控股子公司。 第三条 公司董事和高级管理人员应按照《公司法》、《公司章程》等规定履 行职责,维护公司资金和财产安全。 第四条 本制度所称资金占用包括但不限于经营性资金占用和非经营性资金 占用。经营性资金占用是指控股股东及关联方通过采购、销售等生产经营环节的 关联交易产生的资金占用;非经营性资金占用是指为控股股东及关联方垫付工资、 福利、保险、广告等费用和其他支出、为控股股东及关联方有偿或无偿、直接或 间接拆借资金、代偿债务及其他在没有商品和劳务对价情况下提供给控股股东及 关联方使用的资金等。 第二章 防范控股股东及关联方资金占用的原则 第五条 公司应防止控股股东及关联方通过各种方式直接或间接占用公司的 资金和资源,公司不得以垫支工资、福利、保险、广告等期间费用,预付投资款 等方式将资金、资产和资源直接或间接地提供给控股股东及关联方使用,也不得 互相代为承担成本和其他支出。 第一章 总 则 第一条 为进一 ...
江苏神通: 防范控股股东及关联方资金占用制度(2025年7月修订)
Zheng Quan Zhi Xing· 2025-07-21 16:05
Core Points - The company has established a system to prevent the controlling shareholder and related parties from occupying company funds, aiming to protect the legitimate rights and interests of all shareholders and creditors [1][2] - The system is based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and is designed to create a long-term mechanism for fund management [2][3] Group 1: Definition and Scope - The term "related parties" includes both legal entities and natural persons as defined by relevant laws and regulations [1] - Fund occupation includes both operational and non-operational fund occupation, with operational occupation arising from related transactions and non-operational occupation involving various expenses and debt repayments [1][2] Group 2: Principles and Responsibilities - The controlling shareholder and actual controller are prohibited from occupying company funds through methods such as "temporary occupation with repayment at period-end" or "small amounts in multiple batches" [1][3] - Company directors and senior management have a legal obligation to maintain the safety of company funds [2][4] Group 3: Preventive Measures - The company must prevent the controlling shareholder and related parties from using company funds for non-operational purposes, including prepaying expenses or providing loans [3][4] - The company is required to conduct regular checks on fund transactions with controlling shareholders and related parties to prevent non-operational fund occupation [4] Group 4: Accountability and Penalties - Directors and senior management who assist or condone the occupation of company assets by controlling shareholders will face disciplinary actions [4] - If non-operational fund occupation occurs, the company will impose administrative and economic penalties on responsible individuals [4]
中欣氟材: 防范控股股东及关联方资金占用管理制度(2025年7月)
Zheng Quan Zhi Xing· 2025-07-18 13:13
Core Viewpoint - The company has established a management system to prevent the misuse of funds by controlling shareholders and related parties, ensuring the protection of the company's and shareholders' rights and interests [1][2]. Summary by Sections General Principles - The system aims to strengthen and standardize the company's fund management to prevent fund occupation by controlling shareholders and related parties [1]. - The board of directors and senior management are legally obligated to maintain the safety of the company's funds [2]. Definition of Related Parties and Fund Occupation - Related parties include actual controllers, controlling shareholders, and entities controlled by them [2]. - Fund occupation includes both operational and non-operational fund occupation, with specific definitions provided for each type [2][3]. Principles for Preventing Fund Occupation - The company must strictly limit fund occupation during operational transactions with controlling shareholders and related parties [3]. - Various methods of fund provision to controlling shareholders and related parties are prohibited, including loans, payment of expenses, and issuing commercial acceptance bills without real transactions [3][4]. Responsibilities and Measures - The company must establish a long-term mechanism to prevent non-operational fund occupation [5]. - The chairman of the board is the primary responsible person for preventing fund occupation [5]. - The finance department is tasked with regular checks on fund transactions and reporting any non-operational fund occupations [5][6]. Legal and Financial Accountability - In cases of asset infringement by controlling shareholders, the board must take effective measures to stop the infringement and seek compensation [6][7]. - The board can apply for judicial freezing of shares held by controlling shareholders if fund occupation is detected [7][8]. Reporting and Disclosure - The company is required to disclose fund occupation situations in its semi-annual and annual reports [8][9]. - Violations of the system by controlling shareholders or related parties will result in compensation responsibilities and potential legal consequences for responsible individuals [9][10].
宣亚国际: 《防范控股股东及关联方占用公司资金管理制度》(2025年7月)
Zheng Quan Zhi Xing· 2025-07-18 12:13
Core Viewpoint - The company has established a management system to prevent the controlling shareholder and related parties from occupying company funds, ensuring compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The management system aims to prevent both operational and non-operational fund occupation by the controlling shareholder and related parties [1]. - The company’s directors and senior management have a legal obligation to safeguard the company’s financial security [1]. Group 2: Prevention Principles - The company must strictly prevent fund occupation during operational transactions with the controlling shareholder and related parties [2]. - Specific prohibited actions include providing funds for wages, benefits, or other expenses, lending funds, and issuing commercial acceptance bills without real transaction backgrounds [2][3]. Group 3: Responsibilities and Measures - The chairman of the company is the primary responsible person for preventing fund occupation [4]. - The board of directors and CEO must review and approve transactions with the controlling shareholder and related parties according to their respective authorities [4]. - The finance department is required to conduct regular checks on non-operational fund transactions and report findings [5]. Group 4: Accountability and Penalties - Directors and senior management who assist or condone fund occupation will face disciplinary actions, including potential dismissal [6]. - The company will pursue legal responsibility against those causing financial harm through fund occupation or related violations [7]. Group 5: Definitions and Applicability - The controlling shareholder is defined as a shareholder holding more than 50% of the company’s total share capital or having significant voting power [9]. - The management system will be effective upon approval by the shareholders' meeting [9].
嵘泰股份: 嵘泰股份防范控股股东、实际控制人及其关联方占用公司资金管理制度
Zheng Quan Zhi Xing· 2025-07-16 16:27
Core Viewpoint - The document outlines a comprehensive management system to prevent the controlling shareholders, actual controllers, and related parties from occupying the funds of Jiangsu Rongtai Industrial Co., Ltd, ensuring the protection of the company and its stakeholders' rights and interests [1][2]. Group 1: General Principles - The system aims to regulate financial transactions between the company and its related parties to avoid fund occupation and protect the interests of the company and its stakeholders [1]. - The system applies to all subsidiaries included in the company's consolidated financial statements [1]. Group 2: Definitions and Types of Fund Occupation - Fund occupation includes both operational and non-operational fund occupation, with operational occupation arising from related transactions and non-operational occupation involving payments for wages, benefits, and other expenses on behalf of related parties [2]. - Related parties are prohibited from using their relationships to harm the company's interests and must compensate for any losses incurred [2]. Group 3: Prevention Principles and Regulations - The company must maintain independence from related parties in assets, personnel, finance, institutions, and operations [2]. - The company should prevent related parties from occupying funds through various means, including related transactions and asset restructuring [2][3]. Group 4: Prohibited Actions - Related parties are not allowed to request the company to advance payments for expenses, borrow funds, or engage in transactions without a genuine commercial basis [3][4]. - The company and its subsidiaries must not provide funds to related parties through loans or other means without proper justification [4]. Group 5: Monitoring and Reporting - The finance department is responsible for daily monitoring and reporting any fund occupation by related parties to the legal representative [5]. - The audit department must conduct regular checks on fund occupation and report findings to the audit committee [5]. Group 6: Approval and Accountability - The board of directors must approve related transactions, with significant transactions requiring shareholder approval [5]. - Directors and senior management who facilitate fund occupation by related parties may face disciplinary actions, including dismissal or legal consequences [6][7]. Group 7: Debt Settlement Procedures - Funds occupied by related parties should generally be repaid in cash, with strict controls on non-cash settlements [7]. - Any non-cash assets used for repayment must be evaluated and approved by the shareholders, ensuring they enhance the company's independence and competitiveness [7].
东利机械: 防范控股股东及关联方资金占用管理办法
Zheng Quan Zhi Xing· 2025-07-16 16:12
Core Viewpoint - The company has established a long-term mechanism to prevent the controlling shareholder and other related parties from occupying its funds, ensuring compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The company aims to strictly prevent non-operating fund occupation by controlling shareholders and related parties, focusing on building a long-term mechanism [2]. - The company is prohibited from providing funds, assets, or resources to controlling shareholders and related parties through various means, including prepayment of expenses [2][3]. - Any related transactions must adhere to the decision-making procedures outlined in the relevant regulations [3]. Group 2: Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation, with the chairman being the primary responsible person [3][4]. - The finance department is tasked with implementing measures to prevent fund occupation and must regularly report on the situation [4][5]. - The audit department is responsible for daily supervision and must report any irregularities regarding fund occupation [5]. Group 3: Accountability and Penalties - Controlling shareholders and related parties who violate the regulations will bear compensation responsibilities for any losses incurred [6][7]. - Directors and senior management who approve unauthorized fund occupation will face serious violations and may be held jointly liable for losses [7][8]. - The company will impose administrative and economic penalties on responsible individuals for any non-operating fund occupation that negatively impacts the company [8].
毕得医药: 《上海毕得医药科技股份有限公司防范控股股东及其关联方资金占用制度》
Zheng Quan Zhi Xing· 2025-07-15 16:09
Core Viewpoint - The company establishes a long-term mechanism to prevent the controlling shareholder and related parties from occupying company funds, ensuring the safety of company assets and compliance with relevant laws and regulations [1][2][3] Group 1: Mechanism for Prevention - The company aims to prevent both operational and non-operational fund occupation by the controlling shareholder and related parties [1][2] - The company must maintain independence in personnel, assets, and finances from the controlling shareholder and related parties [2][3] - The board of directors and internal institutions should operate independently and manage the company without interference from the controlling shareholder [2][3] Group 2: Fund Management Restrictions - The company is prohibited from providing funds to the controlling shareholder and related parties for non-operational expenses, including wages, benefits, and advertising [2][3] - Strict limitations are placed on the company regarding the provision of guarantees and loans to the controlling shareholder and related parties [3][4] - Any funds occupied by the controlling shareholder must be repaid in cash, with strict controls on non-cash asset repayments [5][6] Group 3: Responsibilities and Oversight - The chairman of the board is the primary responsible person for preventing fund occupation, with specific roles assigned to the board secretary and financial officer [3][4] - Regular inspections by the finance and audit departments are mandated to monitor transactions with the controlling shareholder and related parties [4][5] - Legal actions may be taken against the controlling shareholder if they occupy company funds or assets, including reporting to regulatory authorities [5][6] Group 4: Compliance and Amendments - The company must adhere to national laws and regulations, and any amendments to this system must be reported and approved by the shareholders [7] - The board of directors is responsible for interpreting this system and ensuring compliance with relevant laws [7]