首药控股: 首药控股（北京）股份有限公司董事会审计委员会实施细则（2025年8月）

General Principles - The purpose of the implementation rules is to enhance the company's risk management, internal control, and audit system, ensuring effective supervision of financial information and protecting shareholder rights [1][2] - The Audit Committee is established as a specialized working body of the Board of Directors, responsible for reviewing financial information and supervising internal and external audits [1][2] Composition of the Audit Committee - The Audit Committee consists of three members appointed by the Board of Directors, with a majority being independent directors and a professional accountant serving as the chairperson [2][3] - Members must possess relevant professional knowledge and experience to effectively oversee and evaluate audit work [2][3] Responsibilities and Authority - The Audit Committee is responsible for reviewing financial information, supervising external audit work, and assessing internal controls [4][5] - Key responsibilities include proposing the hiring or replacement of external auditors, reviewing financial reports, and ensuring compliance with laws and regulations [4][5][6] - The Committee must approve certain matters before submission to the Board, including financial disclosures and the hiring of auditors [10][11] Internal Audit Oversight - An internal audit department operates under the Audit Committee, which supervises its activities and ensures effective internal control [7][8] - The Committee is tasked with reviewing the internal audit plan and ensuring that significant issues are reported to the Board [8][9] Meeting Procedures - The Audit Committee must meet at least quarterly, with additional meetings called as necessary [13][14] - Decisions require a majority vote, and members must disclose any conflicts of interest [26][27] Reporting and Accountability - The Audit Committee is accountable to the Board and must report on its activities, including evaluations of external auditors [15][16] - The Committee can propose the convening of temporary shareholder meetings if necessary [21][22] Implementation and Amendments - The rules take effect upon approval by the Board and can be amended following the same process [33][34]