Core Viewpoint - The company has established regulations to prevent the misuse of funds by major shareholders and related parties, aiming to create a long-term mechanism for safeguarding company assets and ensuring compliance with relevant laws and regulations [1][2]. Group 1: General Principles - The regulations define fund misuse as both operational and non-operational fund occupation, with operational misuse arising from related transactions and non-operational misuse including various forms of financial support to major shareholders [1]. - The company is committed to preventing non-operational fund occupation by strictly prohibiting the provision of funds or resources to major shareholders and their affiliates through various means [2][3]. Group 2: Management Responsibilities - The board of directors and senior management are responsible for maintaining the safety of company funds and must adhere to established rules and regulations [2][3]. - The audit committee and internal audit department are designated as supervisory bodies to oversee the prevention of fund misuse by major shareholders [2]. Group 3: Operational Measures - The company’s governance bodies must review and approve related transactions with major shareholders in accordance with established rules [3][4]. - All related transactions must be backed by genuine economic contracts, and any inability to fulfill contracts must be documented and resolved through mutual agreement [3][4]. Group 4: Accountability and Penalties - Directors and senior management are obligated to prevent fund occupation by major shareholders, with penalties for those who facilitate or condone such actions [6][7]. - The company will impose administrative and economic penalties on individuals responsible for non-operational fund occupation that negatively impacts the company [6][7]. Group 5: Implementation and Compliance - The regulations will take effect upon approval by the board of directors and will apply to the company and its subsidiaries [8].

北京双杰电气股份有限公司 防范大股东及其关联方资金占用制度 第一章 总则 第一条 根据《中华人民共和国公司法》《中华人民共和国证券法》等有关法律、 法规及规范性文件的要求以及《北京双杰电气股份有限公司章程》（以下简称"《公 司章程》"）的有关规定，为防止大股东、控股股东或实际控制人及其关联方占用上 市公司资金行为，进一步维护公司全体股东和债权人的合法权益，建立起北京双杰电 气股份有限公司（以下简称"公司"）防范大股东、控股股东或实际控制人及其关联 方占用公司资金的长效机制，杜绝大股东、控股股东或实际控制人及其关联方资金占 用行为的发生，特制定本制度。 第二条 公司董事、高级管理人员对维护公司资金安全负有法定义务。 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大股东、控股股东及其关联方通过采购、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代大股东、控股股东及其关联 方垫付工资、福利、保险、广告等费用和其他支出、代大股东、控股股东及其关联方 偿还债务而支付资金，有偿或无偿直接或间接拆借给大股东、控股股东及其关联方资 金，为大股东、控股股东及其 ...

Core Points - The company has established a long-term mechanism to prevent the occupation of funds by major shareholders and related parties, aiming to protect the company's financial interests [1][2] - The management system applies to the company and its subsidiaries, focusing on the management of financial transactions with major shareholders and related parties [1][2] - The company emphasizes the responsibilities of its board members, audit committee members, and senior management in safeguarding the company's financial security [1][3] Summary by Sections General Principles - Major shareholders and related parties are prohibited from occupying the company's interests in any form [2] - The company cannot provide funds directly or indirectly to major shareholders and related parties for various expenses, including salaries, loans, and guarantees without a legitimate business purpose [2][3] Prevention Measures - The company will conduct regular checks on non-operational financial transactions with major shareholders and related parties to prevent fund occupation [3] - All related transactions must comply with the company's established management procedures and require approval from the shareholders' meeting [3][4] Responsibilities and Accountability - The chairman of the board is the primary responsible person for preventing fund occupation and may form a working group for daily supervision [5] - The board of directors must take effective measures to stop any asset occupation by major shareholders and related parties and may initiate legal actions if necessary [5][6] Audit and Reporting - The company is required to hire a qualified accounting firm to audit any fund occupation and guarantee violations at the end of each fiscal year [6][7] - In case of fund occupation, the company must control the conditions for debt repayment through shares or assets and develop a clear repayment plan [7][8] Penalties and Enforcement - The board will impose penalties on directors and senior management who assist or condone the occupation of company assets [8] - The company will take protective measures to avoid losses due to fund occupation and pursue legal responsibility for those involved [8]

Core Points - The company establishes a special system to prevent the major shareholders and related parties from occupying company funds, aiming to protect the legal rights of all shareholders and creditors [1][2] - The system defines both operational and non-operational fund occupation, with strict measures to prevent such actions by major shareholders and related parties [2][4] Group 1: Principles of Prevention - Major shareholders and related parties are prohibited from occupying company funds through operational transactions [4][5] - The company cannot provide funds directly or indirectly to major shareholders and related parties for various expenses or debt repayments [5][6] - All related transactions must comply with the Shenzhen Stock Exchange's rules and the company's decision-making procedures [3][6] Group 2: Responsibilities and Measures - The board of directors and senior management are legally responsible for maintaining the safety of company funds [4][5] - A leadership group is established to oversee the prevention of fund occupation, led by the chairman [5][6] - The financial department must ensure the company's financial independence and report any fund occupation incidents to the board [6][7] Group 3: Rectification and Accountability - The company must conduct self-inspections regarding any fund transactions with major shareholders and rectify any identified issues promptly [7][8] - Funds occupied by major shareholders should ideally be repaid in cash, with strict controls on non-cash asset repayments [7][8] - Directors and senior management who facilitate or condone fund occupation will face disciplinary actions [8][9]

Core Viewpoint - The company has established a system to prevent the misuse of funds by major shareholders and related parties, aiming to protect the interests of the company, shareholders, and other stakeholders [1][2]. Summary by Sections General Principles - The system is designed to strengthen and standardize the company's fund management, preventing the occupation of company funds by major shareholders and related parties [1]. - It applies to major shareholders, actual controllers, and related parties, including subsidiaries within the consolidated financial statements [1]. Definition of Related Parties and Fund Occupation - "Related parties" are defined according to the Ministry of Finance's standards, including entities that control or significantly influence each other [2]. - Fund occupation includes both operational and non-operational fund occupation, with specific definitions provided for each type [2]. Principles for Preventing Fund Occupation - The company must strictly prevent fund occupation during operational transactions with major shareholders and related parties [4]. - Specific prohibitions are outlined, including providing funds for non-operational expenses, unauthorized loans, and issuing commercial acceptance bills without real transaction backgrounds [4][5]. Responsibilities and Measures - The board of directors is responsible for managing the prevention of fund occupation, with designated leaders overseeing daily supervision [6][7]. - A leadership group is established to draft and modify management systems related to fund occupation prevention [6]. Accountability and Penalties - Individuals responsible for fund occupation violations will face administrative and legal consequences, including potential criminal liability [15][17]. - The board has mechanisms to freeze shares held by major shareholders if fund occupation is detected [18]. Additional Provisions - The company must ensure that any non-cash assets used to repay occupied funds meet specific criteria and undergo proper evaluation [9][10]. - The system will take effect upon approval by the board of directors and will be subject to interpretation and revision by the board [22][23].

Core Viewpoint - The company has established a management system to prevent the controlling shareholder and related parties from occupying company funds, aiming to protect the rights and interests of all shareholders and creditors [1][2]. Group 1: General Principles - The management system is based on relevant laws and regulations, including the Company Law and Securities Law, to prevent fund occupation by major shareholders and related parties [1]. - The system defines fund occupation to include both operational and non-operational fund occupation, detailing various scenarios that constitute such occupation [1][2]. Group 2: Prevention Principles - The company must strictly limit fund occupation in operational transactions with major shareholders and related parties, prohibiting practices such as prepaying expenses or providing funds without genuine transactions [2][3]. - Specific prohibited actions include requiring the company to pay expenses, repay debts, or provide loans to major shareholders and related parties [2][3]. Group 3: Responsibilities and Measures - Company directors and senior management are legally obligated to ensure the safety of company funds and assets, with specific responsibilities outlined in the company's articles of association [4]. - The board of directors is responsible for reviewing and approving transactions with major shareholders and related parties, with independent directors having the authority to propose judicial actions against shareholders in case of fund occupation [5][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 major shareholders [6]. - In cases of non-operational fund occupation that negatively impact the company, the responsible individuals will face disciplinary actions and potential legal consequences [6]. Group 5: Supplementary Provisions - The management system will adhere to national laws and regulations, with the board of directors responsible for its formulation, interpretation, and revision [7]. - The system will take effect upon approval by the board of directors and will be revised as necessary [7].

Core Viewpoint - The company establishes a long-term mechanism to prevent the major shareholders and related parties from occupying company funds, ensuring the protection of the rights and interests of all shareholders and creditors [1]. Group 1: Principles of Fund Occupation Prevention - The company prohibits major shareholders and related parties from occupying company funds through various means, including but not limited to prepayment of expenses and debt repayment [2][3]. - Strict decision-making and implementation processes must be followed for related transactions between the company and major shareholders or related parties [3]. Group 2: Responsibilities and Measures - The company’s board of directors, audit committee, and senior management are legally obligated to maintain the safety of company funds and assets [4]. - The finance department is responsible for regular inspections of fund transactions with major shareholders and related parties to prevent non-operating fund occupation [5]. Group 3: Accountability and Penalties - The company will impose administrative and economic penalties on responsible individuals if non-operating fund occupation occurs, causing adverse effects [7]. - The board of directors will take necessary measures to ensure the normal order of shareholder meetings and report any violations to relevant authorities [6][7]. Group 4: Miscellaneous - The regulations will be interpreted and modified by the company's board of directors and will take effect upon approval [8].

Core Viewpoint - The company has established a special system to prevent major shareholders and related parties from occupying company funds, aiming to protect the rights and interests of the company, shareholders, and other stakeholders [1][2]. Group 1: General Principles - The system is designed to strengthen and standardize the company's fund management and prevent the occupation of company funds by major shareholders and related parties [1]. - The system applies to financial management between the company and its major shareholders, actual controllers, and other related parties, including subsidiaries included in the company's consolidated financial statements [1]. Group 2: Prevention Principles - The company must strictly prevent the occupation of funds when engaging in financial transactions with major shareholders and related parties [2]. - Major shareholders and actual controllers are prohibited from occupying company funds through various means, including direct or indirect loans, debt repayments, and other non-commercial transactions [2][3]. Group 3: Preventive Measures and Specific Regulations - The company's board of directors is responsible for managing the prevention of fund occupation by major shareholders and related parties [4]. - A leadership group is established to oversee daily supervision and management of fund occupation prevention, consisting of the chairman, general manager, financial director, and board secretary [4]. - The leadership group's main responsibilities include executing measures approved by the board, reviewing relevant information, and monitoring fund flows to prevent non-operational occupation of funds [4][5]. Group 4: Accountability and Penalties - Major shareholders and related parties who violate the system and cause losses to the company must bear compensation responsibilities, and responsible individuals may face disciplinary actions [5][6]. - The board of directors can apply for judicial freezing of shares held by major shareholders if fund occupation is detected, and funds should ideally be repaid in cash [6]. - Unauthorized approvals of fund occupation by board members or senior management are considered serious violations, leading to potential disciplinary actions and shareholder notifications [6].

Core Viewpoint - The company has established a management system to prevent major shareholders and related parties from occupying company funds, ensuring the protection of the company's and shareholders' legal rights [1][2]. Group 1: Definition and Scope - The system applies to fund management between the company and its major shareholders and related parties, including subsidiaries within the consolidated financial statements [1]. - "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 major shareholders [2]. Group 2: Principles and Measures - The company must strictly prevent fund occupation during operational transactions with major shareholders and related parties, prohibiting the provision of funds for non-operational purposes [2][3]. - A leadership group is established to oversee the prevention of fund occupation, consisting of the chairman, relevant directors, and financial department heads [4]. Group 3: Responsibilities and Accountability - The board of directors and senior management are responsible for maintaining the security of company funds and must report any non-operational fund occupation to the leadership group [5][6]. - Violations of the system by major shareholders or related parties will result in compensation responsibilities and potential disciplinary actions against responsible individuals [6][7]. Group 4: Enforcement and Legal Framework - The company will implement a "freeze upon occupation" mechanism, allowing for judicial freezing of shares held by major shareholders if non-operational fund occupation is detected [5][6]. - The system will take effect upon approval by the company's shareholders' meeting, and any unaddressed issues will be governed by relevant laws and regulations [7].