本公司及董事会全体成员保证信息披露的内容真实、准确、完整， 没有虚假记载、误导性陈述或重大遗漏。 一、董事会会议召开情况 根据《中华人民共和国公司法》（以下简称《公司法》）、《中华人民共 和国证券法》（以下简称《证券法》）、国投智能（厦门）信息股份有限公司 （以下简称公司）《公司章程》及公司《董事会议事规则》的有关规定，公司 于 2025 年 7 月 15 日以现场与通讯会议相结合的方式召开了第六届董事会第 十二次会议，会议通知于 2025 年 7 月 8 日以电子邮件和即时通讯方式送达。 会议应出席董事 9 人，实际出席董事 9 人，全体董事均亲自出席了本次会议， 其中董事惠澎、夏成楼、申强、杨瑾、陈晶、陈少华、杨晨晖以通讯方式参会。 公司董事会秘书及部分高管列席了会议。本次会议由公司董事长滕达先生召集 和主持。会议的召集、召开及参与表决的董事人数符合相关法律法规及规范性 文件的规定。 二、董事会会议审议情况 全体董事经认真审议，以书面投票表决的方式通过如下议案： 证券代码：300188 证券简称： 国投智能 公告编号：2025-56 国投智能（厦门）信息股份有限公司 经审议，全体董事认为：为进一步规范公司 ...

Core Viewpoint - The document outlines the management system for related party transactions of Tangshan Port Group Co., Ltd, emphasizing the need for legality, necessity, and fairness in such transactions to protect the interests of shareholders and the company [2][4]. Group 1: General Principles - The company aims to strengthen the management of related party transactions, clarifying responsibilities and ensuring compliance with relevant laws and regulations [2]. - Related party transactions must maintain the company's independence and not be used to manipulate financial indicators or harm the company's interests [2][3]. - Transactions between the company's subsidiaries and related parties are treated as company actions and must adhere to the established decision-making and disclosure procedures [3] Group 2: Definition of Related Party Transactions - Related party transactions include resource or obligation transfers between the company and its related parties, covering various types such as asset purchases or sales [4][5]. - The company distinguishes between temporary and daily related party transactions, with the former requiring individual review and disclosure [5]. Group 3: Identification of Related Parties - Related parties include both legal entities and natural persons that have control or influence over the company [6][7]. - Specific criteria are established for identifying related legal entities and natural persons, including ownership stakes and management positions [6][8]. Group 4: Management Responsibilities - The chairman and general manager are the primary responsible persons for managing related party transactions, with the finance director and board secretary directly responsible [11]. - The board secretary's office coordinates related party transaction management, including compliance with regulatory requirements and maintaining a list of related parties [12][13]. Group 5: Pricing Principles and Methods - Related party transactions must be documented in written agreements that specify pricing policies and key terms [18]. - Pricing should be fair and based on government pricing, market prices, or reasonable cost-plus methods when independent market prices are unavailable [19][20]. Group 6: Decision-Making and Disclosure Procedures - Transactions exceeding specified thresholds require independent board approval and timely disclosure [21][22]. - The company must assess the necessity and reasonableness of transactions, ensuring transparency and compliance with regulatory standards [25][26]. Group 7: Information Disclosure - The board secretary's office is responsible for drafting and disclosing related party transaction announcements in accordance with regulatory requirements [34]. - Specific transactions must be disclosed based on their monetary value and impact on the company's audited net assets [35][36]. Group 8: Miscellaneous Provisions - The document specifies that the rules apply from the date of approval by the company's shareholders and outlines the responsibilities for interpretation [41][42].

Core Viewpoint - The company establishes a comprehensive system for managing related party transactions to ensure fair pricing, compliance with decision-making procedures, and proper information disclosure, thereby protecting the rights of all shareholders, especially minority shareholders [1][2][3]. Group 1: Related Party and Transactions Definition - Related parties include individuals and entities with specific familial or control relationships with the company, such as spouses, children, and major stakeholders [2][3]. - Related transactions encompass a wide range of activities, including asset purchases, financial assistance, guarantees, and management services, among others [2][3][4]. Group 2: Decision-Making Authority and Procedures - Transactions with related parties require approval from the board of directors, with specific thresholds for when shareholder approval is necessary [4][5]. - Transactions exceeding certain financial thresholds must be accompanied by evaluation reports and submitted for shareholder approval [4][5][6]. Group 3: Pricing and Management of Related Transactions - Related transactions must adhere to principles of openness, fairness, and justice, with written agreements outlining pricing policies [8][9]. - Pricing for related transactions should be fair and based on market standards or reasonable cost-plus models when independent market prices are unavailable [9][10]. Group 4: Disclosure Requirements - The company is obligated to disclose related party relationships and transactions in accordance with relevant laws and regulations [11][12]. - Regular reporting on the execution of related transactions is required, especially when significant changes occur in the terms of agreements [12][13]. Group 5: Exemptions and Special Provisions - Certain transactions may be exempt from the usual approval and disclosure requirements, such as cash subscriptions for securities or transactions at government-set prices [13][14]. - The company must re-evaluate and disclose agreements exceeding three years periodically [12][14].

Core Viewpoint - The document outlines the management system for related party transactions of Zhongtian Service Co., Ltd, emphasizing the need for fair pricing, compliance with decision-making procedures, and protection of the interests of the company and its shareholders [1][2]. Group 1: General Principles - The company and its subsidiaries must ensure that related party transactions do not harm the interests of the company and its non-related shareholders [1][2]. - Related party transactions should be conducted based on written agreements that are clear and specific, adhering to principles of equality and voluntary participation [1][3]. - Company shareholders, directors, and senior management must not exploit their relationships to harm the company's interests, and violations may lead to compensation responsibilities [1][3] Group 2: Definition of Related Parties - Related parties include both related legal entities and individuals, with specific criteria outlined for identifying these parties [2]. - Directors, senior management, and shareholders holding more than 5% of shares must report related party lists and relationships to the board of directors [2][3]. Group 3: Related Party Transactions - Related party transactions encompass various activities such as asset purchases, sales, financial assistance, guarantees, and management of assets [7][8]. - Transactions must adhere to principles of honesty and credit, and efforts should be made to minimize and regulate such transactions [3][4]. Group 4: Decision-Making Procedures - Related party transactions require necessary avoidance measures during agreement signing, ensuring that related parties do not interfere with company decisions [13][14]. - The chairman has the authority to decide on transactions that do not require board or shareholder approval [5][6]. Group 5: Disclosure and Approval - Transactions exceeding certain thresholds must be disclosed and submitted for shareholder approval, with specific amounts set for different types of transactions [8][9]. - Related shareholders must abstain from voting on matters where they have a conflict of interest [9][10]. Group 6: Financial Assistance Restrictions - The company is prohibited from providing financial assistance to related parties, with exceptions for certain conditions involving minority shareholders [11][12]. - Guarantees provided to related parties must be approved by a majority of non-related directors and disclosed to shareholders [11][12]. Group 7: Reporting and Compliance - The company must disclose related party transactions in annual and semi-annual reports, categorizing and summarizing the actual performance of these transactions [15][16]. - The company is required to ensure that related party transactions do not lead to the occupation of company funds or resources [17][18].

Core Viewpoint - The document outlines the regulations and procedures for related party transactions of Qingdao High Test Technology Co., Ltd, ensuring fairness and legality in transactions to protect the interests of the company and non-related shareholders [1][11]. Group 1: Definition of Related Parties - Related parties include individuals or organizations that directly or indirectly control the company, hold more than 5% of shares, or are family members of key stakeholders [2][3]. - The definition also encompasses entities controlled by related parties and those recognized by regulatory authorities as having special relationships with the company [2][3]. Group 2: Related Transactions - Related transactions are defined as transactions between the company and its related parties, including asset purchases, investments, financial assistance, guarantees, and management services [4][5]. - All related transactions must be documented in written agreements that adhere to principles of equality, voluntariness, and fairness [5]. Group 3: Approval and Disclosure Procedures - Transactions exceeding 3 million yuan or 1% of the company's total assets must be approved by independent directors and disclosed to shareholders [6][9]. - The company must provide financial reports and evaluations for transactions involving non-cash assets, ensuring transparency and compliance with regulations [6][7]. Group 4: Responsibilities and Compliance - The board of directors and management must act in the best interest of the company, ensuring that related transactions do not harm the company or its shareholders [10][20]. - Any individual representing the company in related transactions must do so without conflicts of interest, and related parties must abstain from voting on such matters [9][19]. Group 5: Miscellaneous Provisions - The document stipulates that any unresolved issues will be governed by national laws and regulations, and the board of directors holds the authority for interpretation [11][29].

Core Points - The document outlines the management system for related party transactions of Hangzhou Jinghua Microelectronics Co., Ltd, aiming to protect the rights of the company, shareholders, and creditors while ensuring fairness in decision-making [1][3][4] - Related party transactions are defined as transactions between the company and its related parties, which include individuals or entities that have significant control or ownership over the company [2][3] - The company is required to minimize related party transactions and ensure that they are conducted at fair prices, with proper decision-making procedures and information disclosure [1][3][4] Group 1: Definition and Scope - Related parties include individuals or entities that directly or indirectly control the company, hold more than 5% of shares, or are closely related to key management personnel [2][3] - Transactions with related parties must comply with relevant laws and regulations, as well as the company's articles of association [3][4] Group 2: Principles and Procedures - Related party transactions should adhere to principles of honesty, credit, and fairness, with related parties recusing themselves from voting on such matters [6][8] - The company must sign written agreements for related party transactions, ensuring clarity and specificity in the terms [4][6] Group 3: Decision-Making and Disclosure - The general manager can approve transactions below 300,000 yuan or those that do not exceed 0.1% of the company's total assets [5][6] - Transactions exceeding these thresholds require board approval and must be disclosed if they meet certain criteria [5][6][8] Group 4: Internal Control and Reporting - The company must implement effective measures to prevent related parties from interfering with its operations and ensure that transaction pricing aligns with market standards [4][6] - Related party transactions must be reported and disclosed in annual and semi-annual reports, with specific procedures for transactions exceeding set thresholds [7][8]

General Principles - The purpose of the regulations is to standardize the related party transactions of Antong Holdings Co., Ltd., enhance the company's operational standards, and protect the legal rights of the company and all shareholders [1] - The regulations are based on relevant laws and guidelines including the Company Law of the People's Republic of China and the Shanghai Stock Exchange Listing Rules [1] Related Parties and Relationships - Related parties include both legal entities and natural persons that have a significant influence or control over the company [2] - Specific criteria for identifying related legal entities include direct or indirect control, significant shareholding, and other special relationships that may lead to biased interests [2][3] - Related natural persons include shareholders holding more than 5% of shares, directors, and senior management [2] Related Transactions - Related transactions are defined as resource or obligation transfers between the company and its related parties, including asset purchases, external investments, financial assistance, and guarantees [3][4] - Transactions exceeding certain thresholds require approval from independent directors and must be disclosed [4][5] Disclosure and Approval Procedures - Transactions with related parties that meet specified monetary thresholds must be disclosed and submitted for shareholder approval [5][6] - Independent directors must approve related transactions before they are presented to the board for review [21] Financial Assistance and Guarantees - The company is generally prohibited from providing financial assistance to related parties, with specific exceptions outlined [8] - Guarantees provided to related parties must also follow strict approval processes involving independent directors and shareholder meetings [8] Investment and Rights Waivers - The company must adhere to specific procedures when waiving rights related to subsidiaries or controlling entities, especially if it affects the consolidated financial statements [9][10] - Joint investments with related parties must comply with the relevant regulations regarding disclosure and approval [17] Daily Transactions - Daily related transactions must be disclosed in annual and semi-annual reports, and any significant changes to agreements must be submitted for approval [24] Pricing of Related Transactions - The pricing of related transactions should adhere to market principles, ensuring that prices do not deviate from those available to independent third parties [28][29] - Various pricing methods are outlined, including market price, cost-plus pricing, and negotiated prices [29] Final Provisions - The regulations will be implemented following approval by the company's shareholders and will be subject to interpretation and revision by the board of directors [14]

Core Viewpoint - The document outlines the regulations and principles governing related party transactions for Guangdong Saiwei Microelectronics Co., Ltd, ensuring fairness, transparency, and protection of shareholder rights, particularly for minority investors [1][2][3]. Group 1: Principles of Related Party Transactions - Related party transactions must adhere to principles of honesty and credit, ensuring legality, necessity, reasonableness, and fairness, while maintaining the independence of the listed company [1][2]. - Written agreements must be signed for related party transactions, following principles of equality, voluntariness, equivalence, and compensation [1][2]. - Transactions should benefit the company's operations and development, with the board of directors assessing the advantages objectively, potentially hiring independent financial advisors for audits or evaluations [1][2][3]. Group 2: Definition and Reporting of Related Parties - Related party transactions include various activities such as asset purchases or sales, external investments, project transfers, and financial support [1][3]. - The company must report related party relationships, including those of directors, senior management, and shareholders holding more than 5% of shares, to the Shanghai Stock Exchange [3][4]. Group 3: Pricing and Approval of Related Party Transactions - The pricing of related party transactions must be fair and based on government pricing, market prices, or reasonable cost plus profit [6][10]. - Transactions exceeding certain thresholds require approval from independent directors and the board, with specific monetary limits set for different types of transactions [6][10][11]. Group 4: Decision-Making and Disclosure Procedures - The board of directors must ensure that independent directors participate in decision-making for related party transactions, and related directors must abstain from voting [14][37]. - The company is required to disclose related party transactions, including agreements, changes, and performance, to the relevant stock exchange [45][46]. Group 5: Responsibilities and Compliance - The company must ensure that related party transactions do not harm its interests, with provisions for compensation in case of violations [59][60]. - The document emphasizes the need for compliance with national laws and regulations, with the board responsible for interpreting and revising the related party transaction management system [60][62].

Core Viewpoint - The document outlines the management system for related party transactions of Shengxiang Biotechnology Co., Ltd, emphasizing the need for fairness, legality, and transparency in such transactions to protect the interests of the company, its creditors, and all shareholders, especially minority investors [1][2]. Group 1: General Principles - The company aims to ensure the fairness of related party transactions and establish a management system to facilitate necessary transactions while safeguarding the interests of the company and its stakeholders [1]. - Related party transactions must be legal, necessary, reasonable, and fair, maintaining the company's independence and avoiding any form of benefit transfer or financial manipulation [2]. Group 2: Definition of Related Parties - Related parties include individuals or entities that have control over the company, hold more than 5% of shares, or are closely related to key management personnel [3][4]. - The company must maintain an updated list of related parties to ensure accurate identification during transactions [4]. Group 3: Transaction Types and Restrictions - Related party transactions encompass various activities, including financial assistance, asset purchases, and management services [5][6]. - The company is prohibited from providing financial assistance to controlling shareholders or related parties without specific conditions being met [6][7]. Group 4: Pricing and Decision-Making Procedures - The pricing of related party transactions should follow market principles, and written agreements must be established detailing transaction specifics [13][14]. - Significant transactions require approval from independent directors and may necessitate evaluations or audits if they exceed certain thresholds [10][11]. Group 5: Disclosure Requirements - The company must disclose related party transactions that meet specific monetary thresholds, ensuring transparency in its dealings [29][30]. - Annual and semi-annual reports should summarize daily related party transactions, and any significant changes in transaction agreements must be disclosed [32][33]. Group 6: Implementation and Compliance - The management system for related party transactions is effective upon approval by the company's board of directors, ensuring adherence to relevant laws and regulations [38].

Core Points - The article outlines the regulations and principles governing related party transactions for Yantai Zhongchong Food Co., Ltd, ensuring fairness and transparency in dealings with related parties [1][2][3] Group 1: General Principles - Related party transactions must adhere to principles of equality, voluntariness, equivalence, and fairness [1][2] - The company must avoid conflicts of interest by requiring related parties to abstain from voting on relevant matters [1][2][4] Group 2: Definition and Scope - Related parties include both legal entities and natural persons that have a special relationship with the company [2] - The scope of related party transactions encompasses various activities such as asset purchases, financial assistance, and management contracts [2][3][5] Group 3: Pricing and Management - Pricing for related party transactions should follow national pricing, market prices, or negotiated prices, with a preference for cost-plus methods when necessary [3][6] - The finance department is responsible for tracking market price fluctuations and reporting them to the board [3][6] Group 4: Procedures and Disclosure - Transactions exceeding certain thresholds must be approved by the board and disclosed promptly [4][10] - The company must provide detailed disclosures regarding the nature of the transaction, pricing policies, and the impact on financial conditions [7][10] Group 5: Responsibilities and Compliance - Directors and senior management must declare any related party transactions and ensure that the company's interests are protected [5][11] - The company must maintain records of decisions and resolutions related to related party transactions for a minimum of ten years [14]