柳药集团: 广西柳药集团股份有限公司董事会审计委员会工作细则(2025年8月修订)

Core Viewpoint - The document outlines the establishment and operational guidelines of the Audit Committee of Guangxi Liuyuan Pharmaceutical Group Co., Ltd, emphasizing its role in enhancing corporate governance and ensuring effective oversight of financial reporting and internal controls [1][2]. Group 1: General Provisions - The Audit Committee is established to improve the company's governance structure and ensure effective supervision of management [1]. - The committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [2]. Group 2: Composition of the Committee - The committee consists of at least three directors, with a majority being independent directors, and is chaired by an independent director with accounting expertise [3][4]. - The term of committee members aligns with their term as directors, and they can be re-elected [3][4]. Group 3: Responsibilities and Authority - The main responsibilities include reviewing financial reports, supervising management actions, proposing meetings, and evaluating external audit work [5][6]. - The committee must approve significant financial disclosures and the hiring or dismissal of external auditors [6][7]. Group 4: Internal Audit Oversight - The committee guides and supervises the internal audit department, reviews audit plans, and evaluates the effectiveness of internal controls [8][9]. - It is required to conduct checks on high-risk activities and report any violations to the relevant authorities [9]. Group 5: Meeting Procedures - The committee must hold at least one meeting per quarter, with provisions for special meetings as needed [12][13]. - A quorum of two-thirds of members is required for meetings, and decisions are made by majority vote [13][14]. Group 6: Information Disclosure - The company must disclose the composition and activities of the Audit Committee in its annual reports, including any significant issues identified during its oversight [16][17]. - Any recommendations made by the committee that are not adopted by the board must be disclosed with explanations [17].