第三条 本制度所称资金占用包括 （但不限于其他方式）：经营性资 金占用（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（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的资金等）。 贵州盘江精煤股份有限公司 防范控股股东及关联方占用公司资金制度 第一章 总则 第一条 为了建立防止控股股东或实际控制人占用贵州盘江精煤股份 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》《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。 （六）中国证监会认定的其他方式。 第六条 公司按照监管部门对关联交易的相关规定实施公司与控股股 东及关联方通过采购、销售、生产经营等环节产生的关联交易行为。 公司及公司合并财务报表范围的所有子公司与公司控股股东、 ...

第一条 为了进一步加强和规范品茗科技股份有限公司（以下简称"公司"） 的资金管理，防范和杜绝控股股东及其他关联方占用公司资金行为的发生，保护 公司、股东和其他利益相关人的合法权益，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》 品茗科技股份有限公司 防范控股股东及其他关联方资金占用管理制度 第一章 总则 （以下简称"《证券法》"）、 《上 海证券交易所科创板股票上市规则》 （以下简称"《科创板股票上市规则》"）、 《上 《上市公司监管指引第 8 号——上市公司资金往来、对外担保 市公司治理准则》、 的监管要求》等法律、法规、规范性文件及《品茗科技股份有限公司章程》（以 下简称"《公司章程》"）的有关规定，制定本制度。 第二条 本制度所称控股股东，指其持有的股份占公司股本总额超过 50%的 股东，或者持有股份的比例虽然未超过 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。 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，能够实际支 配公司行为的自然人、法人或者其他组织。 本制度所称关联方，是指《科创板股票上市规则》等法律、法规、规范 ...

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].

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].

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].

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].

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]

Core Points - The company establishes a long-term mechanism to prevent the controlling shareholder and related parties from occupying company funds [1][2] - The company aims to strictly separate its personnel, assets, and finances from those of the controlling shareholder and related parties [2][3] - The board of directors and internal institutions must operate independently and manage operations without interference from the controlling shareholder [2][5] Summary by Sections - **Definition of Fund Occupation**: Fund occupation includes both operational and non-operational fund occupation, with specific examples provided [1] - **Prevention Measures**: The company must implement strict measures to prevent non-operational fund occupation by the controlling shareholder and related parties [1][2] - **Independence of Operations**: The company must maintain independence in personnel, assets, and financial operations, ensuring clear ownership and accountability [2][3] - **Approval Procedures**: Strict approval procedures must be followed for any operational fund transactions with the controlling shareholder, including clear settlement deadlines [2][6] - **Prohibited Actions**: The company is prohibited from providing funds to the controlling shareholder through various means, including loans and guarantees [3][4] - **Responsibilities of Directors**: The board of directors is responsible for safeguarding company funds and assets, with specific duties outlined for the chairman and financial center [5][6] - **Audit and Reporting**: The company must conduct quarterly checks on fund transactions with the controlling shareholder and report findings to the board [6][7] - **Legal Actions**: In cases of fund occupation, the board can take legal action against the controlling shareholder to recover losses [6][7] - **Debt Settlement Conditions**: Conditions for settling debts with non-cash assets must be strictly adhered to, ensuring that such actions do not harm the company's interests [6][7] - **Implementation and Amendments**: The system is established by the board and takes effect after approval by the shareholders' meeting, with provisions for amendments [8]

Core Viewpoint - The company has established a long-term mechanism to prevent the controlling shareholder and related parties from occupying its funds, ensuring compliance with relevant laws and regulations [2][3][4]. Group 1: General Principles - The purpose of the system is to prevent fund occupation by the controlling shareholder or actual controller and related parties, ensuring the safety of the company's funds [2]. - The company’s directors and senior management have a legal obligation to maintain the safety of the company's funds [2]. Group 2: Fund Occupation by Controlling Shareholders - The company prohibits the controlling shareholder and related parties from occupying company funds through various means, including operational and non-operational fund occupations [3][4]. - The company must not provide funds or resources to the controlling shareholder and related parties through prepayments or other means [3][4]. Group 3: External Guarantees - Any external guarantees provided by the company must be approved by the shareholders' meeting if they exceed certain thresholds, such as 30% of the latest audited total assets [4][5]. - The company must ensure that any guarantees provided to the controlling shareholder or related parties are accompanied by counter-guarantees [8]. Group 4: Responsibilities and Accountability - The board of directors and senior management are responsible for preventing fund occupation and must take effective measures if such situations occur [6][8]. - The company must take legal action against the controlling shareholder and related parties if they refuse to correct any fund occupation [6][8]. Group 5: Asset Settlement - Funds occupied by the controlling shareholder and related parties should ideally be repaid in cash, with strict controls on non-cash asset settlements [7]. - Any asset used for debt settlement must belong to the same business system and must not be unutilized or lack clear book value [7]. Group 6: Penalties and Legal Consequences - Directors and senior management who assist or condone fund occupation will face disciplinary actions, and serious cases may lead to dismissal [8][9]. - The company will pursue legal responsibility for any losses caused to investors due to violations of this system [9].

Core Viewpoint - The article outlines the measures and regulations established by Jilin Yalian Development Technology Co., Ltd. to prevent the misuse of company funds by controlling shareholders and related parties, ensuring the protection of the company's financial interests and compliance with relevant laws and regulations [1][2][3]. Group 1: General Principles - The purpose of the system is to standardize financial transactions between the company and its controlling shareholders and related parties, establishing a long-term mechanism to prevent fund occupation [1]. - Related parties include natural and legal persons as defined by the listing rules and the company's related transaction management system [1]. - Fund occupation encompasses both operational and non-operational fund occupation, with specific definitions provided for each type [1]. Group 2: Prohibitions and Responsibilities - The controlling shareholders and related parties are prohibited from using their control or relationships to harm the company's interests [2]. - The company must not provide funds directly or indirectly to controlling shareholders and related parties through various means, including covering expenses or lending funds [3][4]. - Company directors and senior management are legally obligated to maintain the safety of company funds [2][4]. Group 3: Preventive Measures - The company must establish a long-term mechanism to prevent non-operational fund occupation by controlling shareholders and related parties [4]. - Regular checks and audits of financial transactions with controlling shareholders and related parties are mandated to ensure compliance [4][5]. - Independent directors are required to review financial transactions and report any irregularities to the board [5]. Group 4: Accountability and Penalties - The board of directors must take effective measures against controlling shareholders and related parties if they infringe upon company assets or harm shareholder interests [5][6]. - Disciplinary actions, including warnings and potential legal consequences, are outlined for directors and senior management who facilitate fund occupation [6][7]. - The company is responsible for reporting any fund occupation incidents to regulatory authorities and must develop a debt recovery plan [5][7].