SDHP(SH:603021) Zheng Quan Zhi Xing·2025-07-07 16:24General Provisions - The establishment of the Audit Committee aims to enhance the decision-making function of the Board of Directors, ensuring effective supervision of the management and improving corporate governance structure [1] - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [1][2] Composition of the Committee - The Audit Committee consists of three members, with a majority being independent directors who do not hold senior management positions [2] - Members must possess professional knowledge, experience, and integrity to effectively supervise and evaluate audit work [2][3] - The term for committee members aligns with that of the Board of Directors, lasting three years, with provisions for re-election [2][3] Responsibilities and Authority - The main responsibilities of the Audit Committee include reviewing financial information, supervising external audits, evaluating internal audits, and ensuring compliance with laws and regulations [4][5] - The committee has the authority to propose the hiring or replacement of external auditors and to review audit fees and terms [5][6] - The committee is tasked with evaluating the effectiveness of internal controls and risk management systems [8][9] Decision-Making Procedures - The Audit Committee meetings can be regular or temporary, with regular meetings held quarterly [12][13] - A quorum requires the presence of at least two-thirds of the committee members, and decisions must be approved by a majority [13][14] Information Disclosure - The company is required to disclose the composition and professional background of the Audit Committee members, as well as their performance in annual reports [18][19] - Any significant issues identified by the Audit Committee that meet disclosure standards must be reported promptly [18][19]