柳药集团: 广西柳药集团股份有限公司选聘会计师事务所管理制度(2025年8月修订)

Core Viewpoint - The document outlines the management system for selecting and appointing accounting firms by Guangxi Liuyao Group Co., Ltd., aiming to enhance audit quality and protect shareholder interests [1]. Group 1: General Principles - The selection of accounting firms must comply with relevant laws and regulations, including the Company Law and specific management measures for state-owned enterprises and listed companies [1]. - The appointed accounting firm is responsible for auditing the company's financial reports, internal controls, and related information, providing audit opinions and reports [1]. Group 2: Quality Requirements for Accounting Firms - Selected accounting firms must possess necessary qualifications as per national regulatory authorities and the China Securities Regulatory Commission [2]. - Firms should have a stable workplace, sound organizational structure, and robust internal management systems [2]. - They must be familiar with relevant financial laws and regulations and have a good reputation with no administrative penalties related to securities and futures business in the past three years [2]. Group 3: Procedures for Selecting Accounting Firms - The audit committee, independent directors, or a third of the board can propose the hiring of accounting firms [3]. - The audit committee is responsible for overseeing the selection process, including developing policies, initiating selection, and evaluating proposals [3][4]. - The selection process must ensure fairness and transparency, utilizing competitive negotiation, public selection, or invitation to tender [4]. Group 4: Evaluation Criteria for Selection - Evaluation criteria for selecting accounting firms include audit fee quotes, qualifications, performance records, quality management, work plans, and risk management capabilities [5]. - Quality management must account for at least 40% of the evaluation score, while audit fees should not exceed 15% [5]. Group 5: Special Provisions for Replacing Accounting Firms - The company must replace the accounting firm if there are significant quality defects, delays in audit work, or if the firm no longer meets the necessary qualifications [6][7]. - If a vacancy occurs during the annual audit period, the audit committee can propose a replacement firm to the board [8]. Group 6: Disclosure and Reporting Requirements - The company must disclose information about the accounting firm, including service duration and audit fees, in the annual report [9]. - Any significant changes in audit fees or the selection process must be reported, especially if fees decrease by 20% or more [10]. Group 7: Supervision and Penalties - The audit committee must monitor the selection process and report any violations of laws or regulations to the board [11]. - Serious violations by the accounting firm can lead to the company ceasing to appoint them for audit work [11].