Core Points - The company has established an Audit Committee under the Board of Directors to enhance decision-making and ensure effective supervision of the management team [1][2] - The Audit Committee consists of at least three directors who are not senior management, with a majority being independent directors, including at least one accounting professional [2][3] - The main responsibilities of the Audit Committee include overseeing external and internal audits, reviewing financial information, and ensuring compliance with laws and regulations [3][4] Group 1: Committee Structure - The Audit Committee is composed of independent directors and is chaired by 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] - The committee must have a quorum of at least two-thirds of its members to conduct meetings [6][7] Group 2: Responsibilities and Authority - The Audit Committee is responsible for supervising external audit firms, reviewing financial reports, and assessing internal controls [3][4] - It has the authority to propose the hiring or dismissal of external auditors and to review their fees and terms [3][4] - The committee can also engage external consultants for professional opinions as needed [5] Group 3: Meeting Procedures - The Audit Committee must hold at least one regular meeting each quarter and can convene additional meetings as necessary [5][6] - Meeting records must be maintained for ten years, and all attendees are bound by confidentiality [6][7] - Members with conflicts of interest must recuse themselves from discussions related to those interests [7]
中路股份: 董事会审计委员会工作细则