General Overview - The document outlines the work rules for the Audit Committee of Shanghai Cambridge Technology Co., Ltd, established to enhance the decision-making function of the board and ensure effective supervision of the management team [1]. Composition of the Audit Committee - The Audit Committee consists of three non-executive directors, with a majority being independent directors, and must include at least one member with appropriate professional qualifications in accounting or finance [3][4]. - The committee members are nominated by the chairman, a majority of independent directors, or one-third of all directors, and are elected by the board [4]. Responsibilities and Authority - The main responsibilities of the Audit Committee include supervising and evaluating the work of external auditors, guiding internal audit work, reviewing financial reports, and assessing the effectiveness of internal controls [8][9]. - The committee is responsible for communicating with management, internal audit departments, and external auditors regarding audit matters [7][8]. Decision-Making Procedures - The Audit Committee meetings can be regular or temporary, with at least one meeting held quarterly, and decisions require a majority vote from members present [11][12]. - The committee can invite external professionals for advice if necessary, with costs covered by the company [12]. Implementation and Effectiveness - The work rules will take effect upon the company's H shares being listed on the Hong Kong Stock Exchange, replacing any previous rules [25]. - The committee's authority and responsibilities are subject to relevant laws, regulations, and the company's articles of association [26][27].
剑桥科技: 董事会审计委员会工作细则(H股发行并上市后适用)