Core Viewpoint - The establishment of the Audit and Risk Committee aims to enhance the decision-making function of the board of directors, ensuring effective supervision of the management team and improving corporate governance structure [1]. Group 1: Committee Structure - The committee consists of three directors, all of whom are external directors, including two independent directors, with an accounting professional serving as the convener [2]. - The committee members must possess the necessary professional knowledge and experience to effectively supervise and evaluate internal and external audit work [2]. Group 2: Responsibilities and Authority - The main responsibilities of the committee include supervising and evaluating external and internal audit work, reviewing financial information and disclosures, and overseeing internal controls [3]. - The committee has the authority to propose the hiring or replacement of external audit firms and to supervise the actions of directors and senior management [3][4]. Group 3: Meeting Procedures - The committee is required to meet at least once a quarter, with provisions for special meetings as needed [6][8]. - A quorum for meetings requires the presence of at least two-thirds of the committee members, and decisions must be approved by a majority [8][9]. Group 4: Reporting and Accountability - The committee must review the company's financial reports and ensure their authenticity, accuracy, and completeness, focusing on significant accounting and auditing issues [5]. - The committee is responsible for reporting any violations of laws or regulations by directors or senior management to the board or shareholders [5][6].
重药控股: 《审计与风险委员会工作细则》(2025年7月)