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健民集团: 健民药业集团股份有限公司制度文件(20250730)

Core Points - The company has established an Audit Committee under the Board of Directors to enhance internal control and governance structure, in accordance with relevant laws and regulations [1][2][3] - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [3][4][5] - The committee consists of five members, including three independent directors, with at least one being a professional accountant [2][3][4] Group 1: Audit Committee Structure - The Audit Committee is composed of five directors who are not senior management, including three independent directors [2][3] - The committee is led by a chairperson who is an independent director with accounting expertise [2][3] - The term of the Audit Committee aligns with that of the Board of Directors, and members can be re-elected [2][3] Group 2: Responsibilities and Authority - The Audit Committee is tasked with reviewing financial reports, supervising audits, and ensuring compliance with laws and regulations [3][4][5] - It must approve significant financial disclosures and the hiring or dismissal of external auditors [3][4] - The committee is also responsible for monitoring internal audit activities and ensuring effective internal controls [4][5] Group 3: Operational Procedures - The Audit Committee meets at least quarterly, with additional meetings as needed, and requires a quorum of two-thirds of its members to proceed [6][10] - Meeting notifications must be sent at least two days in advance, and minutes must be recorded and maintained for ten years [10][12] - The committee can invite external experts for professional opinions as necessary [10][12]