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悍高集团: 防范控股股东或实际控制人及其他关联方资金占用管理制度
Zheng Quan Zhi Xing· 2025-08-29 17:47
Core Viewpoint - The company has established a management system to prevent the controlling shareholder or actual controller and other related parties from occupying company funds, aiming to protect the legitimate rights and interests of the company and minority shareholders [1][2]. Group 1: General Principles - The management system applies to the company and its subsidiaries included in the consolidated financial statements, focusing on fund management between the company and its controlling shareholder or actual controller [1]. - Fund occupation includes both operational and non-operational forms, such as funds occupied through related transactions and funds provided without proper compensation [1]. Group 2: Prevention Principles - The controlling shareholder or actual controller must not use related transactions or other means to infringe upon the company's funds and assets [3]. - The company must implement related transactions according to relevant regulations and ensure timely settlement to avoid abnormal operational fund occupation [3][4]. Group 3: Preventive Measures - The company should establish a long-term mechanism to prevent non-operational fund occupation and activate a "freeze upon occupation" mechanism if such behavior occurs [6]. - The board of directors and senior management are responsible for maintaining the safety of company funds and assets, adhering to established rules and regulations [6]. Group 4: Accountability and Penalties - Directors and senior management who assist or condone fund occupation will face disciplinary actions, and if losses occur, they must bear corresponding compensation responsibilities [7]. - The company will take effective measures against any infringement of assets by the controlling shareholder or actual controller, including legal actions if necessary [6][7]. Group 5: Additional Provisions - The management system will be revised and interpreted by the board of directors after being approved by the shareholders' meeting [8].
安达智能: 防范大股东和其他关联方资金占用制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 17:24
Core Viewpoint - The company has established a long-term mechanism to prevent the occupation of funds by major shareholders and other related parties, ensuring the safety of its financial resources and compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The company aims to prevent the occupation of funds by major shareholders and related parties through strict adherence to laws such as the Company Law and Securities Law, as well as internal regulations [1]. - The board of directors and senior management are obligated to maintain the safety of the company's funds [1]. Group 2: Prevention Measures - The company must prevent any direct or indirect occupation of funds, assets, and resources by major shareholders and related parties [2]. - All transactions with major shareholders and related parties must comply with the Listing Rules and the company's related party transaction management system [2][3]. - Specific prohibited actions include providing funds for salaries, debts, or other expenses of major shareholders and related parties without proper transaction backgrounds [2][3]. Group 3: Responsibilities and Accountability - The chairman of the board is the primary responsible person for preventing fund occupation and ensuring the recovery of occupied funds [4]. - The board of directors must take effective measures to stop any infringement by major shareholders and related parties and may pursue legal action if necessary [5][6]. - Independent directors are responsible for monitoring fund transactions with related parties and must report any irregularities to the board [5][6]. Group 4: Consequences of Violations - Directors and senior management who assist or condone the occupation of company assets may face disciplinary actions, including potential dismissal [8]. - The company will pursue legal responsibility for any losses caused to investors due to violations of these regulations [8].
京仪装备: 防范控股股东、实际控制人及其他关联方资金占用管理办法
Zheng Quan Zhi Xing· 2025-08-29 16:40
Core Viewpoint - The document outlines a comprehensive set of regulations aimed at preventing the misuse of company funds by controlling shareholders, actual controllers, and related parties, ensuring the protection of the company's and shareholders' legal rights [1][2]. Group 1: Definitions and Scope - The term "related parties" is defined according to relevant laws and regulations, including natural persons, legal entities, or other organizations [2]. - Fund occupation includes both operational and non-operational fund occupation, with specific examples provided for each type [2]. Group 2: Prohibition of Fund Occupation - The controlling shareholders and actual controllers are prohibited from various forms of fund occupation, including requiring the company to pay for personal expenses or debts, and providing loans without proper transaction backgrounds [3][4]. - The company must adhere to strict review procedures and disclosure obligations when engaging in operational fund transactions with related parties [3]. Group 3: Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation, while the financial officer is the primary responsible person for preventing such actions [4][5]. - The financial department must monitor transactions and ensure compliance with internal regulations when dealing with related parties [5]. Group 4: Accountability and Penalties - The board must take protective measures against losses caused by fund occupation and hold responsible parties accountable [6]. - Serious violations by directors or senior management in approving fund occupation will lead to disciplinary actions, including potential criminal liability [6]. Group 5: Implementation and Effectiveness - The regulations will take effect upon approval by the shareholders' meeting, and any amendments will follow the same process [6].
当虹科技: 杭州当虹科技股份有限公司防范控股股东、实际控制人及其他关联方占用公司资金制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 10:18
Core Viewpoint - The document outlines the measures and regulations established by Hangzhou Dahong Technology Co., Ltd. to prevent the controlling shareholders, actual controllers, and other related parties from occupying company funds, ensuring the protection of the company's and shareholders' legitimate rights and interests [1][2]. Group 1: General Principles - The system applies to the fund management between the company and its controlling shareholders, actual controllers, and other related parties, including subsidiaries within the consolidated financial statements [1]. - Fund occupation includes both operational and non-operational fund occupation [2]. Group 2: Prevention Principles - The company must strictly limit the occupation of funds in transactions with controlling shareholders and related parties, prohibiting practices such as prepaying expenses or providing funds for personal use [2][3]. - Specific prohibited actions include lending company funds, providing guarantees, and engaging in transactions without genuine commercial substance [2][3]. Group 3: Responsibilities and Measures - Company directors and senior management are responsible for safeguarding company funds and must be vigilant against potential fund misappropriation by related parties [4][5]. - The finance department is tasked with strict oversight of fund flows, ensuring compliance with internal approval processes [5]. - The internal audit department will conduct quarterly checks on fund transactions with related parties and report findings to the audit committee [5]. Group 4: Accountability and Penalties - The board of directors must take protective measures, including litigation, if funds are misappropriated, and hold responsible parties accountable [7][8]. - Violations of the regulations by directors or senior management may result in disciplinary actions, including dismissal or removal from the board [7][8]. Group 5: Miscellaneous - The document will take effect upon approval by the board of directors and will be interpreted by the board [8].
唯捷创芯: 防范控股股东、实际控制人及其他关联方资金占用管理制度
Zheng Quan Zhi Xing· 2025-08-08 12:13
Core Viewpoint - The company establishes a management system to prevent the controlling shareholder, actual controller, and other related parties from occupying company funds, ensuring the protection of the company's and shareholders' legitimate rights and interests [1][2]. Group 1: General Principles - The management system aims to strengthen and standardize the company's fund management and create a long-term mechanism to prevent fund occupation by controlling shareholders and related parties [1]. - The system applies to fund management between the controlling shareholder, actual controller, and related parties, including subsidiaries within the company's consolidated financial statements [1]. Group 2: Definition of Related Parties and Fund Occupation - "Related parties" are defined according to relevant laws, regulations, and accounting standards, including both legal entities and natural persons [2]. - Fund occupation includes operational fund occupation through related transactions and non-operational fund occupation, such as covering expenses or debts for the controlling shareholder and related parties [2]. Group 3: Prevention Principles - The board of directors and internal institutions must operate independently and exercise management rights without confusion with controlling shareholders or related parties [3]. - The company must strictly limit fund occupation by controlling shareholders and related parties during operational transactions [3][4]. Group 4: Prohibited Actions - The company is prohibited from providing funds directly or indirectly to controlling shareholders and related parties through various means, including covering expenses, lending funds, or issuing commercial bills without real transaction backgrounds [4][5]. - Controlling shareholders and related parties are not allowed to occupy company funds through various specified methods, including requiring the company to cover costs or repay debts [5][6]. Group 5: Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation, and all directors and senior management must fulfill their legal obligations to maintain fund security [6][7]. - The finance department is tasked with regular checks on non-operational fund transactions with controlling shareholders and related parties to prevent fund occupation [6]. Group 6: Accountability and Penalties - Violations of the management system by controlling shareholders or related parties that harm the company will result in compensation responsibilities and potential penalties for responsible individuals [6][7]. - The board will establish mechanisms to freeze shares held by controlling shareholders if asset occupation is detected, ensuring that funds are returned in cash whenever possible [6][7]. Group 7: Miscellaneous - The management system will be effective upon approval by the company's shareholders' meeting and may be modified based on legal and regulatory requirements [7].
惠通科技: 防范控股股东、实际控制人及其他关联方占用公司资金制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-03 16:18
Core Viewpoint - The company establishes a system to prevent the controlling shareholder, actual controller, and other related parties from occupying company funds, aiming to protect the legitimate rights and interests of all shareholders and creditors [1][3]. Group 1: Definition and Scope - The system defines fund occupation to include 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]. - The system applies to subsidiaries included in the company's consolidated financial statements, ensuring that fund transactions between the controlling shareholder and subsidiaries adhere to the established regulations [1]. Group 2: Prohibitions and Procedures - The controlling shareholder and related parties are prohibited from occupying company funds through various means, including requesting the company to cover expenses, repay debts, or provide loans without proper transaction backgrounds [1][3]. - Any related transactions must strictly follow the company's articles of association and the related transaction management system, ensuring transparency and adherence to approval processes [1][3]. Group 3: Oversight and Accountability - The company's board of directors is responsible for reviewing and approving related transactions, with any exceeding board authority requiring shareholder meeting approval [3]. - The finance department is tasked with regular inspections of fund transactions involving the controlling shareholder and related parties, reporting any non-operational fund occupations [3]. Group 4: Remedies and Legal Responsibilities - In cases of asset infringement by the controlling shareholder or related parties, the board must take effective measures to stop the infringement and seek compensation for losses [3]. - Funds occupied by the controlling shareholder should ideally be repaid in cash, with strict controls on non-cash asset repayments, requiring independent evaluations and shareholder approval for any asset-based debt settlements [3].
倍轻松: 深圳市倍轻松科技股份有限公司防范控股股东、实际控制人及关联方占用公司资金专项制度(2025年7月)
Zheng Quan Zhi Xing· 2025-08-01 16:36
Core Points - The company has established a special system to prevent the controlling shareholder, actual controller, and related parties from occupying company funds, aiming to protect the legitimate rights and interests of all shareholders and creditors [1][2] - The system defines two types of fund occupation: operational and non-operational, with operational occupation arising from related transactions in business operations, while non-operational occupation includes various payments and loans made on behalf of the controlling shareholder and related parties [1][2] Summary by Sections General Principles - The system is based on relevant laws and regulations, including the Company Law and Securities Law of the People's Republic of China, and aims to create a long-term mechanism to prevent fund occupation [1] - Fund occupation includes both operational and non-operational types, with operational occupation linked to business transactions and non-operational occupation involving payments for wages, debts, and other expenses without proper consideration [2] Responsibilities and Measures - The board of directors and senior management are responsible for maintaining the safety of company funds and must adhere to legal and regulatory requirements [3] - The chairman and general manager are the primary responsible persons for preventing fund occupation, with strict monitoring of fund flows required during transactions with related parties [3][4] - The finance department is tasked with executing strict internal approval and payment processes to prevent fund occupation [4][5] Accountability and Penalties - If fund occupation occurs, the company board must take immediate action to recover the occupied funds and report to regulatory authorities [5][6] - The controlling shareholder and related parties are liable for damages caused by fund occupation, and the company must prioritize cash repayment over non-cash assets [6][7] - Any unauthorized approval of fund occupation by directors or senior management will be treated as a serious violation, leading to accountability measures [7][8]
福田汽车: 《防范控股股东、实际控制人及其他关联方占用公司资金管理办法》(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-01 16:35
Core Points - The document outlines a management approach to prevent the controlling shareholder, actual controller, and other related parties from occupying the company's funds, establishing a long-term mechanism to avoid such behaviors [1][2] - The company is required to implement effective internal control systems to prevent fund occupation and ensure compliance with relevant laws and regulations [2][3] - The responsibilities of various departments and personnel, including the financial planning department, board of directors, and audit department, are clearly defined to monitor and manage fund usage [2][5] Group 1: General Principles - The management approach is based on laws such as the Civil Code, Company Law, and Securities Law, aiming to prevent fund occupation by related parties [1] - Related parties are defined in accordance with the current regulations of the Shanghai Stock Exchange and the company's related transaction management approach [1][3] - The controlling shareholder is defined as a shareholder holding more than 50% of the company's total capital or having significant influence over shareholder meetings [1] Group 2: Internal Control and Responsibilities - The company must establish an internal control system to prevent fund occupation and strictly control external guarantee-related debt risks [2] - The financial planning department is responsible for daily management and monitoring of fund occupation, while the audit department oversees compliance and internal control execution [2][5] - The chairman of the board is designated as the primary responsible person for preventing fund occupation [2] Group 3: Procedures for Fund Occupation Prevention - The company must ensure that any transactions with controlling shareholders and related parties do not involve fund occupation [3][4] - Non-operational fund transfers to related parties are strictly prohibited under various conditions, including the provision of funds without real transaction backgrounds [4] - A reporting system must be established to monitor and report any fund occupation incidents [5] Group 4: Accountability and Penalties - The company will take legal action against controlling shareholders and related parties if they occupy funds or harm the interests of the company and its public shareholders [5][6] - Directors and senior management who assist or condone fund occupation will face disciplinary actions, and the board may propose the dismissal of responsible directors [6][7] - The company has the right to pursue legal responsibility against individuals causing losses to investors due to violations of the management approach [6][7]
益生股份: 防范控股股东、实际控制人及其他关联方资金占用制度
Zheng Quan Zhi Xing· 2025-07-31 16:37
Core Viewpoint - The document outlines the measures and principles established by Shandong Yisheng Livestock and Poultry Breeding Co., Ltd. to prevent the misuse of company funds by controlling shareholders, actual controllers, and other related parties, ensuring the protection of the company's and other shareholders' legitimate rights and interests [1]. Group 1: Definition and Scope of Fund Misappropriation - Fund misappropriation refers to the act of the company and its subsidiaries covering expenses such as wages, benefits, and debts for controlling shareholders and related parties, or providing funds without a legitimate business basis [2]. - The company prohibits any direct or indirect provision of funds to controlling shareholders and related parties through various means, including covering costs, lending funds, or issuing commercial acceptance bills without real transactions [3]. Group 2: Principles and Measures to Prevent Fund Misappropriation - Controlling shareholders and related parties are not allowed to exploit unfair related transactions or other means to encroach upon the company's funds and assets [2]. - The company must strictly adhere to relevant regulations when engaging in operational fund transactions with controlling shareholders and related parties, ensuring timely settlement and compliance with approval procedures [3]. Group 3: Responsibilities and Accountability - The board of directors and senior management are responsible for safeguarding the company's funds and assets, with the chairman being the primary responsible person for preventing fund misappropriation [7]. - The financial department is tasked with executing and controlling measures to prevent fund misappropriation, while the audit department conducts regular supervision [7][8]. - In cases of fund misappropriation, the company has established procedures for accountability, including reporting and potential legal actions against those involved [9].
江波龙: 防范控股股东、实际控制人及其他关联方资金占用管理制度(2025年修订)
Zheng Quan Zhi Xing· 2025-07-31 16:26
Core Points - The document outlines the management system to prevent the controlling shareholder, actual controller, and other related parties from occupying the funds of Shenzhen Jiangbolong Electronics Co., Ltd [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 aims to protect the interests of the company and its public shareholders [1][3] Summary by Sections General Principles - The system applies to fund management between the controlling shareholder, actual controller, and other related parties, including transactions with subsidiaries included in the consolidated financial statements [1] - "Occupying company funds" includes both operational and non-operational fund occupations, such as payments for wages, debts, and other expenses on behalf of the controlling shareholder or related parties [2] Principles to Prevent Fund Occupation - The company must not allow fund occupation during operational transactions and should strictly follow approval procedures for related transactions to ensure their necessity and fairness [3][4] - The company is prohibited from providing funds to the controlling shareholder or related parties through various means, including loans, guarantees, or payments without real transaction backgrounds [4][5] Measures and Specific Regulations - The board of directors is responsible for managing the prevention of fund occupation, while the general manager and financial officer oversee specific regulations [5] - In cases of asset infringement by the controlling shareholder or related parties, the board must take effective measures to stop the infringement and report to regulatory authorities [5][6] Accountability and Penalties - Violations of the system by the controlling shareholder or related parties will result in compensation responsibilities [6] - The board will impose penalties on directors and senior management who facilitate or condone fund occupation, including potential dismissal [6][7] Additional Provisions - The system will be executed in accordance with national laws and regulations, and any conflicts with future regulations will be resolved based on the latest legal standards [7]