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延江股份: 《审计委员会工作细则》(2025年7月修订)

Core Points - The article outlines the establishment and operational guidelines of the Audit Committee of Xiamen Yanjing New Materials Co., Ltd, aimed at enhancing corporate governance and ensuring effective oversight of the management by the board of directors [1][2]. Group 1: General Provisions - The Audit Committee is established to strengthen the decision-making function of the board and ensure professional auditing [1]. - The committee operates independently and is not subject to interference from other departments or individuals within the company [1]. Group 2: Composition of the Committee - The Audit Committee consists of three directors, with a majority being independent directors, including at least one accounting professional [2]. - The committee members are nominated by the chairman or a majority of independent directors and elected by the board [2]. Group 3: Responsibilities and Authority - The main responsibilities include supervising external and internal audits, reviewing financial reports, and assessing internal controls [3][5]. - The committee has the authority to propose the hiring or replacement of external audit firms and to evaluate their performance [7][9]. Group 4: Internal Audit Oversight - The Audit Committee guides and supervises the internal audit department, ensuring the implementation of internal audit systems and reviewing annual audit plans [3][6]. - The internal audit department must report its findings and any significant issues directly to the Audit Committee [4][6]. Group 5: Decision-Making Procedures - The committee must approve certain financial disclosures and audit-related decisions before they are submitted to the board for review [5][13]. - Regular meetings are held at least quarterly, and decisions require a majority vote from the committee members [14][30]. Group 6: Reporting and Accountability - The Audit Committee is responsible for submitting annual reports on its activities and evaluations of external auditors to the board [9][16]. - It has the authority to propose the convening of temporary shareholder meetings if necessary [10][12].