信维通信: 董事会审计委员会工作细则

General Overview - The document outlines the working rules of the Audit Committee of Shenzhen Xinwei Communication Co., Ltd, aimed at enhancing the decision-making function of the board and ensuring effective supervision of the management [1][2]. Composition of the Audit Committee - The Audit Committee consists of three directors, with at least two being independent directors and one being a professional accountant [3][4]. - The chairman of the Audit Committee is elected from among the independent directors with accounting expertise [2][3]. Responsibilities and Authority - The main responsibilities of the Audit Committee include proposing the hiring or replacement of the auditing firm, reviewing financial reports, and supervising internal controls [3][4]. - The committee is responsible for communication between internal and external auditors and must approve significant financial decisions before they are submitted to the board [3][4]. Decision-Making Procedures - The internal audit department prepares materials for the Audit Committee's decision-making, including financial reports and audit findings [10][11]. - The committee must meet at least quarterly, and decisions require a majority vote from the members present [12][13]. Meeting Rules - Meetings can be called by the chairman or upon request by two or more members, with proper notice given [12][13]. - A quorum requires at least two-thirds of the members to be present, and decisions must be made by a majority vote [12][13]. Documentation and Reporting - Meeting minutes must be recorded and maintained for at least ten years, detailing attendance, agenda, and decisions made [11][12]. - The committee's decisions must be reported to the board of directors promptly [10][11]. Compliance and Amendments - The working rules must comply with national laws and regulations, and any amendments must be consistent with these laws [12][13]. - The board of directors holds the authority to interpret these working rules [12][13].