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雅本化学: 董事会审计委员会工作细则(2025年6月)

General Provisions - The company establishes an Audit Committee to enhance decision-making functions and improve corporate governance [2] - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and assessing internal controls [2][6] Composition of the Committee - The Audit Committee consists of three directors, including two independent directors, with at least one being a professional accountant [4] - The committee members must possess the necessary professional knowledge and experience to fulfill their responsibilities [4] Responsibilities and Authority - The Audit Committee's main responsibilities include supervising external audit work, reviewing financial information, and assessing internal controls [6][10] - The committee can propose the hiring or dismissal of the financial officer and external audit firms [10][12] Meeting Procedures - The Audit Committee must hold at least one regular meeting each quarter, with provisions for special meetings as needed [15][16] - Meetings can be conducted in person or via remote communication, and a quorum requires attendance from two-thirds of the members [18][19] Decision-Making and Record-Keeping - Decisions made by the Audit Committee require a majority vote from attending members and must be documented accurately [32][36] - Meeting records must include details such as date, attendees, agenda, and voting results, and must be retained for at least ten years [14][36] Miscellaneous Provisions - The rules outlined in the document are subject to national laws and the company's articles of association [39] - The document becomes effective upon approval by the company's board of directors [40]