General Provisions - The purpose of establishing the Audit Committee is to enhance the decision-making function of the board of directors and ensure effective supervision of financial and operational activities [1] - The Audit Committee is a specialized working body set up by the board of directors, responsible for communication, supervision, and verification of internal and external audits [1][2] Composition of the Committee - The Audit Committee consists of more than three directors, with a majority being independent directors, and the chairperson must be an independent director with accounting expertise [3][4] - The term of the Audit Committee members aligns with that of other directors, and members can be re-elected [2][3] Responsibilities and Authority - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [9] - Key responsibilities include supervising external audit work, reviewing financial reports, assessing internal control effectiveness, and coordinating communication between management and external auditors [9][10][11] Work Procedures - The Audit Committee must hold at least one meeting each quarter, with meetings called by the chairperson or upon request by committee members [8][29] - Meeting notifications must be sent three days in advance, and decisions require a majority vote from committee members [8][29] Information Disclosure - The company must disclose the composition and professional background of the Audit Committee members, as well as any significant issues identified during their duties [36][37] - If the board does not adopt the Audit Committee's proposals, the company must disclose the reasons for this decision [38] Additional Regulations - The rules and procedures established by the Audit Committee must comply with relevant laws, regulations, and the company's articles of association [12][16] - The Audit Committee is responsible for formulating and revising its own rules and procedures, which are integral to the overall governance framework of the company [12][16]
莲花控股: 莲花控股股份有限公司董事会审计委员会议事规则(2025年8月修订)