云煤能源: 云南煤业能源股份有限公司董事会审计委员会实施细则

Core Points - The article outlines the establishment and implementation details of the Board Audit Committee to enhance decision-making and ensure effective supervision of the management by the board [1][2] - The committee is responsible for reviewing financial reporting processes, internal controls, and risk management systems, as well as overseeing communication with internal and external auditors [1][2] - The committee must consist of a majority of independent directors and is chaired by an independent director with accounting expertise [1][2] Responsibilities - The Audit Committee is tasked with supervising external audits, guiding internal audit work, and ensuring the accuracy and completeness of financial reports [1][2] - The committee must evaluate and approve significant accounting corrections and other matters as stipulated in the company's articles of association [2][4] - The committee is required to hold at least one meeting annually without management present to communicate with external auditors [5] Composition and Election - The chairperson of the committee must have relevant accounting or financial management experience and is elected by a majority of committee members [2][4] - If a committee member ceases to be a director, they automatically lose their committee membership, which must be filled according to the company's articles of association [2][4] Meetings and Decision-Making - Meetings are chaired by the chairperson, and decisions require a majority vote from committee members [7][8] - In case of absence, members can delegate their voting rights to another member through a signed proxy [7] - The committee must document its meetings and decisions, which are to be preserved by the company secretary [7][8] Reporting and Disclosure - The Audit Committee must report its annual performance and meeting activities to the board [8] - The company is required to disclose any significant issues raised by the committee and the reasons for any board decisions that do not align with the committee's recommendations [8][9]