第一条 为了建立防止控股股东或关联方占用大商股份有限公司（以下 简称"公司"）及其控股子公司资金的长效机制，杜绝控股股东及关联方资金占 用行为的发生，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"）、《上海证券交易所股票上市规 则》（以下简称"上市规则"）、《上市公司监管指引第8号--上市公司资金往 来、对外担保的监管要求》等法律法规、规范性文件和《大商股份有限公司章程》 （以下简称"《公司章程》"）的有关规定，结合公司的实际情况，制定本制度。 第二条 本制度适用于公司控股股东及关联方与公司间的资金管理。纳 入公司合并会计报表范围的子公司适用本制度。公司控股股东及关联方与纳入合 并会计报表范围的子公司之间的资金往来，参照本制度执行。 本制度所称"关联方"，是指按照公司《关联交易管理和决策制度》界定 关联方范围。一方控制、共同控制另一方或对另一方施加重大影响，以及两方或 两方以上同受一方控制、共同控制或重大影响的，构成关联方。 第三条 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 ...

Core Points - The document outlines the management measures to prevent the controlling shareholder or actual controller and related parties from occupying the company's funds, aiming to protect the rights and interests of the company, shareholders, and other stakeholders [1][2][5] Group 1: General Principles - The measures apply to the fund management between the controlling shareholder or actual controller and related parties with the company [1] - Fund occupation includes both operational and non-operational types, such as funds occupied through related transactions and funds used for expenses without real transactions [1][2] Group 2: Prevention Principles - The controlling shareholder must exercise their rights in accordance with the law and must not harm the company's interests or the legitimate rights of public shareholders through fund occupation [2] - The company must strictly limit fund occupation by the controlling shareholder or actual controller during operational transactions and must not cover their expenses [2][3] Group 3: Preventive Measures - The company must establish a long-term mechanism to prevent non-operational fund occupation and ensure that directors and senior management fulfill their duties to protect company assets [4][5] - The board of directors is responsible for reviewing and approving transactions with the controlling shareholder or actual controller [4][5] Group 4: Accountability and Penalties - If the controlling shareholder or actual controller occupies company assets, the board must take effective measures to stop the infringement and seek compensation [5][6] - Internal penalties and economic sanctions will be imposed on responsible parties if non-operational fund occupation negatively impacts the company [7]

（经第五届董事会第十九次会议审议通过） 第一章 总 则 益丰大药房连锁股份有限公司 防范控股股东及关联方占用公司资金制度 第一条 为了建立防止控股股东或实际控制人占用益丰大药房连锁股份有限 公司（以下简称"公司"）资金的长效机制，杜绝控股股东及关联方资金占用行 为的发生，根据《中华人民共和国公司法》 （二）有偿或无偿地拆借公司的资金给控股股东及其他关联方使用； （以下简称"公司法"）、 《上市公司监 管指引第 8 号--上市公司资金往来、对外担保的监管要求》等法律、法规及规范 性文件以及公司章程的有关规定，制定本制度。 第二条 公司董事和高级管理人员对维护公司资金安全有法定义务。 第三条 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 资与福利、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 及关联方使用资金等。 第二章 防范控股股东及关联方的资金占用 第四条 公司应防止 ...

第一章 总则 南通江山农药化工股份有限公司 防范控股股东及关联方资金占用管理办法 （2025年修订） 第一条 为了建立防止控股股东及关联方占用南通江山农药化工股份有限公司 （以下简称"公司"）资金的长效机制，杜绝控股股东及关联方资金占用行为的发生， 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》）、《上市公司监管指引第8号—上市公司资金往来、对 外担保的监管要求》《上海证券交易所股票上市规则》（以下简称《上市规则》） 等法律、法规、规范性文件以及《南通江山农药化工股份有限公司章程》（以下简 称《公司章程》）等规定，制定本办法。 第二条 本制度适用于公司控股股东、实际控制人及其他关联方。本制度所称 "控股股东"是指具备下列条件之一的股东：直接持有公司股本总额 50%以上的股 东；持有股份的比例虽然不足 50%，但依其持有的股份所享有的表决权已足以对股 东会的决议产生重大影响的股东；有关法律法规和中国证监会及上海证券交易所认 定的其他情形。 本制度所称"实际控制人"是指通过投资关系、协议或者其他安排能够实际控 制、影响公司行为的自然人或法人。 本制度所称"关联方 ...

Core Viewpoint - The company establishes a management system to prevent the controlling shareholder and related parties from occupying company funds, ensuring the protection of the company's and shareholders' legal rights [1][2][3] Group 1: Definition and Scope - The system defines fund occupation as both operational and non-operational fund occupation, with operational occupation arising from related transactions in business activities [1][2] - Non-operational fund occupation includes various expenses and debts paid on behalf of the controlling shareholder and their subsidiaries without proper compensation [2] Group 2: Responsibilities and Measures - The company's board and senior management are responsible for safeguarding company funds and preventing fund occupation by the controlling shareholder and related parties [5][6] - The chairman and general manager are designated as the primary responsible persons for preventing fund occupation, with the CFO and relevant personnel also held accountable [6][7] Group 3: Monitoring and Control - The company must strictly monitor fund flows during business transactions with the controlling shareholder and related parties, prohibiting non-operational fund occupation [3][4] - The finance department is tasked with rigorous review and approval processes for fund outflows, establishing a monitoring mechanism for daily fund activities [3][5] Group 4: Accountability and Penalties - In cases of fund occupation, the board must take immediate action to recover the occupied funds and report to regulatory authorities [5][6] - Violations by the controlling shareholder or related parties will result in compensation responsibilities, and serious violations by board members will lead to strict penalties [6][7]

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].

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]

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].

Core Viewpoint - The company has established a management approach to prevent the occupation of funds by controlling shareholders and related parties, aiming to protect the rights and interests of the company, shareholders, and other stakeholders [2][3]. Group 1: General Principles - The management approach is designed to standardize and improve the company's fund management, preventing the occupation of company funds by controlling shareholders and related parties [2]. - This approach applies to the company, its subsidiaries, and controlled subsidiaries [2]. Group 2: Definition 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 without a legitimate transaction [3]. Group 3: Prevention Principles - The company must prevent any direct or indirect occupation of funds by controlling shareholders and related parties, prohibiting practices such as prepaying expenses or providing funds without legitimate transactions [4][5]. - Specific prohibited actions include lending company funds to controlling shareholders, providing guarantees without proper approval, and engaging in transactions lacking genuine commercial rationale [4][5]. Group 4: Transaction Procedures - All related transactions with controlling shareholders must follow strict decision-making procedures, and payments must comply with the company's governance standards [11][12]. Group 5: Responsibilities and Measures - The chairman is the primary responsible person for preventing fund occupation, while the general manager and financial director have specific roles in execution and oversight [6]. - The board of directors and independent directors are tasked with monitoring fund transactions and ensuring compliance with regulations [6][7]. Group 6: Accountability and Penalties - Directors and senior management who facilitate or condone fund occupation will face disciplinary actions, and the company may pursue legal action against controlling shareholders if necessary [20][21]. - The company will conduct annual audits of fund occupation and guarantee issues, with independent directors having the right to request further reviews if discrepancies are found [18][19].

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]