Jushen Logistics Group Co., Ltd.
Related Party Transaction Management System
(Amended in May 2025)
Jushen Logistics Group Co., Ltd.
Related Party Transaction Management System
In order to standardize related party transaction behaviors and ensure that the related party transaction contracts entered into by Jushen Logistics Group Co., Ltd. (hereinafter referred to as "the Company") with related parties comply with the principles of fairness, justice, and openness, this management system is formulated in accordance with the provisions of the "Company Law of the People's Republic of China" (hereinafter referred to as "the Company Law"), the "Securities Law of the People's Republic of China" (hereinafter referred to as "the Securities Law"), and other relevant laws and regulations, as well as the "Articles of Association of Jushen Logistics Group Co., Ltd." (hereinafter referred to as "the Articles of Association"), to ensure that the Company's related party transactions do not harm the interests of the Company and all shareholders.
Chapter 1 Related Parties and Related Relationships
Article 1 Related parties of the Company include related legal persons (or other organizations) and related natural persons.
Article 2 Legal persons or other organizations that meet any of the following conditions are considered related legal persons (or other organizations) of the Company:
(1) Legal persons or other organizations that directly or indirectly control the Company;
(2) Legal persons or other organizations, other than the Company and its holding subsidiaries, that are directly or indirectly controlled by the legal persons mentioned in the preceding item;
(3) Legal persons or other organizations, other than the Company and its holding subsidiaries, that are directly or indirectly controlled by related natural persons listed in Article 3 or serve as directors or senior management personnel;
(4) Legal persons or other organizations that directly or indirectly hold more than 5% of the Company's shares and their concerted actors;
(5) Other legal persons or organizations that the China Securities Regulatory Commission, stock exchanges, or the Company determine to have a special relationship with the Company based on the principle of substance over form, which may lead to the Company favoring their interests.
Article 3 Related natural persons of the Company refer to:
(1) Natural persons who directly or indirectly hold more than 5% of the Company's shares;
(2) Directors and senior management personnel of the Company;
(3) Directors and senior management personnel of legal persons or other organizations that directly or indirectly control the Company;
(4) Close family members of the individuals mentioned in items (1) to (3) of this article, including spouses, parents, parents-in-law, siblings and their spouses, children over the age of eighteen and their spouses, siblings of spouses, and parents of spouses' children;
(5) Other natural persons that the China Securities Regulatory Commission, stock exchanges, or the Company determine to have a special relationship with the Company based on the principle of substance over form, which may lead to the Company favoring their interests.
Article 4 Legal persons or natural persons that meet any of the following conditions are deemed to be related parties of the Company:
(1) Due to signing agreements or making arrangements with the Company or its related parties, they have any of the circumstances specified in Article 2 or Article 3 of these rules after the agreement or arrangement takes effect or within the next twelve months;
(2) They have had any of the circumstances specified in Article 2 or Article 3 within the past twelve months.
Article 5 Related relationships mainly refer to the ability to directly or indirectly control or exert significant influence over the Company in financial and operational decision-making, primarily including the equity relationship, personnel relationship, management relationship, and commercial interest relationship between related parties and the Company.
Article 6 Related relationships should be substantively judged based on the specific methods, channels, and degrees of control or influence that related parties exert over the Company.