General Provisions - The company establishes an Audit Committee to enhance the decision-making function of the Board of Directors, ensuring effective supervision of the management team and improving corporate governance structure [1][2] - The Audit Committee is responsible for communication, supervision, and verification of internal and external audits, reporting directly to the Board of Directors [1][2] Composition of the Committee - The Audit Committee consists of three directors, with at least two being independent directors and one being a professional in accounting [5][6] - The committee members are nominated by the Chairman or a majority of independent directors and elected by the Board [5][6] Responsibilities and Authority - The Audit Committee is tasked with reviewing financial information, supervising internal and external audits, and ensuring the integrity of financial reporting [5][6] - The committee must meet at least quarterly and can convene additional meetings as necessary [5][15] - It is responsible for evaluating the work of external auditors and internal audit departments, and for coordinating communication between management and auditors [5][6] Meeting Procedures - The Audit Committee meetings can be held in person or via remote communication, with a minimum attendance of two-thirds of members required for valid proceedings [15][16] - Meeting notifications must be sent out in advance, detailing the agenda and relevant materials [16][19] Voting and Decision-Making - Decisions made during meetings require a majority vote from the members present, and members with conflicts of interest must abstain from voting [22][24] - The committee's resolutions and voting results must be documented and reported to the Board [28][29] Implementation and Amendments - The implementation rules for the Audit Committee take effect upon approval by the Board of Directors, and any amendments must comply with national laws and the company's articles of association [30][31][15]
浩洋股份: 董事会审计委员会实施细则