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依米康: 《董事会审计委员会工作细则》(2025年5月)

Core Points - The company has established an Audit Committee to enhance decision-making, internal control mechanisms, and governance structure [1][2] - The Audit Committee consists of three members, with a majority being independent directors, and is responsible for supervising both internal and external audits [2][4] - The committee's main responsibilities include evaluating financial reports, overseeing internal controls, and coordinating with external auditors [4][5] Composition - The Audit Committee is composed of three members, including a majority of independent directors, with a professional accountant serving as the chairperson [2][3] - Members are nominated by the chairman or a majority of independent directors and elected by the board [2][3] Responsibilities - The Audit Committee supervises external audit work, proposes the hiring or replacement of external auditors, and evaluates internal audit functions [4][5] - It reviews financial reports for accuracy and completeness, focusing on potential fraud or significant misstatements [5][8] - The committee is tasked with ensuring that the company maintains effective internal controls and complies with relevant regulations [4][6] Internal Audit - The company has established an internal audit department that reports directly to the Audit Committee [6][8] - The internal audit department is responsible for assessing the effectiveness of internal controls and ensuring the accuracy of financial information [6][7] - Internal audits must be conducted independently, without influence from the finance department [6][7] Meeting Procedures - The Audit Committee holds regular meetings at least quarterly, with special meetings convened as necessary [10][11] - Decisions require a majority vote from members present, and members must recuse themselves from discussions where they have conflicts of interest [10][12] - Meeting records must be accurately maintained and stored for ten years [12][13]