Core Points - The company has established an Audit Committee to enhance decision-making and supervision of financial activities [1][3] - The Audit Committee consists of three directors, with a majority being independent directors, and is responsible for overseeing both internal and external audits [2][3] - The main responsibilities of the Audit Committee include proposing the hiring or replacement of external auditors, supervising internal audit systems, and reviewing financial information [3][4] Group 1: Committee Structure - The Audit Committee is composed of three directors, with independent directors making up more than half of the committee [2] - The term of the Audit Committee members aligns with that of the board of directors, and members can be re-elected [2] - If the number of committee members falls below two-thirds, the committee must suspend its functions until new members are appointed [2] Group 2: Responsibilities - The Audit Committee is tasked with proposing the hiring or replacement of external audit firms and ensuring their accountability to the board [3] - It supervises the implementation of internal audit systems and is responsible for communication between internal and external auditors [3][4] - The committee must review financial reports and internal control systems, ensuring compliance with laws and regulations [3][4][5] Group 3: Meeting Procedures - The Audit Committee holds regular meetings at least quarterly and can convene special meetings as needed [5][6] - A quorum for meetings requires the presence of at least two-thirds of the members [7] - Decisions made by the committee must be approved by a majority of the members present [7][8] Group 4: Documentation and Reporting - The committee is required to keep written records of meetings, including attendance and decisions made [9] - The board of directors must disclose the Audit Committee's activities in the annual work report [9] - Members of the Audit Committee are bound by confidentiality regarding company information [9]
健盛集团: 健盛集团董事会审计委员会议事规则