广博集团股份有限公司 董事会审计委员会议事规则 第一章 总则 第一条 为明确广博集团股份有限公司董事会审计委员会的职责，规范工作 程序，根据《中华人民共和国公司法》《深圳证券交易所股票上市规则》《上市 公司独立董事管理办法》《深圳证券交易所上市公司自律监管指引第1号——主 板上市公司规范运作》等有关法律、行政法规、部门规章、规范性文件和《广博 集团股份有限公司章程》（以下简称"《公司章程》"）的有关规定，结合公司 实际情况，制定本议事规则。 第二条 董事会审计委员会是董事会依据相应法律法规设立的专门工作机构， 主要负责公司内外部审计的沟通、监督和核查工作。 审计委员会对董事会负责，依照《公司章程》和董事会授权履行职责，审计 委员会的提案应当提交董事会审议决定。 审计委员会成员应当具备履行审计委员会工作职责的专业知识和经验。 会计专业人士是指具备较丰富的会计专业知识和经验，并至少符合下列条件 之一： （一）具有注册会计师资格； （二）具有会计、审计或者财务管理专业的高级职称、副教授及以上职称或 者博士学位； （三）具有经济管理方面高级职称，且在会计、审计或者财务管理等专业岗 位有5年以上全职工作经验。 第六条 ...

第一章 总则 第一条 为加强杭州钢铁股份有限公司（以下简称"公司"）内部控制，完 善公司治理，强化董事会决策功能，确保董事会对经理层的有效监督，明确董事 会审计委员会（以下简称"审计委员会"或"委员会"）的职责，根据《中华人 民共和国公司法》（以下简称"《公司法》"）《上市公司治理准则》《上海证 券交易所股票上市规则》（以下简称"《上市规则》"）《上海证券交易所上市 公司自律监管指引第 1 号——规范运作》《杭州钢铁股份有限公司章程》（以下 简称"《公司章程》"）及其他有关规定，制定本条例。 第二条 审计委员会是董事会设立的专门委员会，是董事会的常设监督机构， 向董事会负责并报告工作。 第三条 审计委员会成员应当勤勉尽责，切实有效地监督、评估公司内外部 审计工作，促进公司建立有效的内部控制并提供真实、准确、完整的财务报告。 第四条 公司应当为审计委员会提供必要的工作条件。审计委员会履行职责 时，公司管理层及相关部门应当给予配合。 第二章 人员组成 第五条 审计委员会成员为 3 名，为不在公司担任高级管理人员的董事，其 中独立董事 2 名，且至少有 1 名独立董事为会计专业人士。董事会成员中的职工 代表可以成为 ...

Core Points - The article outlines the establishment and operational guidelines of the Audit Committee of Jinan Shengquan Group Co., Ltd, aimed at enhancing the board's efficiency and governance structure [1][14] - The Audit Committee is responsible for overseeing internal and external audits, reviewing financial information, and ensuring compliance with relevant laws and regulations [3][4] Group 1: Committee Structure - The Audit Committee consists of three directors, including at least two independent directors, with one being a professional in accounting [2] - The chairperson of the Audit Committee is an independent director with accounting expertise, elected by the committee members [2][3] - The term of the Audit Committee members aligns with that of the board of directors, with provisions for re-election [2] Group 2: Responsibilities and Powers - The main responsibilities of the Audit Committee include reviewing financial information, supervising external audits, and evaluating internal controls [3][4] - The committee is tasked with proposing the appointment or replacement of external auditors and ensuring the independence of the audit process [5][6] - The committee must submit regular reports to the board regarding the performance of external auditors and the status of internal audits [4][5] Group 3: Meeting Procedures - The Audit Committee is required to hold at least one meeting per quarter, with provisions for additional meetings as necessary [5][10] - A quorum for meetings requires the presence of at least two-thirds of the committee members [10][12] - Decisions made by the committee must be approved by a majority of the members present [11][12] Group 4: Disclosure and Reporting - The company is obligated to disclose the composition and changes within the Audit Committee [30] - Any significant issues identified by the committee that meet disclosure standards must be reported promptly [31][32] - The committee's opinions on major matters must be documented and presented to the board, along with explanations if the board does not adopt them [32][33]

德龙汇能集团股份有限公司 第一条 为完善公司治理结构，强化德龙汇能集团股份 有限公司（以下简称"公司"）董事会决策功能，确保公司董 事会对经理层的有效监督，根据《中华人民共和国公司法》 《上市公司治理准则》《上市公司独立董事管理办法》《深 圳证券交易所上市公司自律监管指引第 1 号——主板上市公 司规范运作》《德龙汇能集团股份有限公司章程》（以下简 称"公司《章程》"）及其他有关规定，公司特设立董事会审 计委员会，并对其制定本工作细则。 第二条 董事会审计委员会是董事会按照股东会决议设 立的专门工作机构，行使《公司法》规定的监事会的职权，主 要负责审核公司财务信息及其披露，监督及评估内外部审计 工作和内部控制。 第二章 人员组成 DELONG COMPOSITE ENERGY GROUP CO., LTD 董事会审计委员会工作细则 [经2025年8月14日公司十三届董事会第十八次会议审议通过] 二○二五年八月 第一章 总则 第三条 审计委员会成员由三名不在公司担任高级管理 人员的董事组成，独立董事过半数，担任委员的独立董事中 至少有一名为专业会计人士。 第四条 审计委员会委员应当勤勉尽责，切实有效地监督、 评 ...

赛隆药业集团股份有限公司 董事会审计委员会工作细则 第一章 总则 第一条 为强化董事会决策功能，做到事前审计、专业审计，确保董事会对 经理层的有效监督，完善公司治理结构，根据《中华人民共和国公司法》、《深 圳证券交易所股票上市规则》、《赛隆药业集团股份有限公司章程》（以下简称 "公司章程"）及其他有关规定，公司特设立董事会审计委员会，并制定本工作 细则。 第二条 董事会审计委员会是董事会设立的专门工作机构，主要负责审核公 司财务信息及其披露、监督及评估内外部审计工作和内部控制，同时行使《公司 法》规定的监事会的职权。 第二章 人员组成 （二）监督及评估内部审计工作，负责内部审计与外部审计的协调； 第三条 审计委员会成员由 3 名董事组成，均应当为不在公司担任高级管理 人员的董事，独立董事 2 名，其中至少有一名独立董事为会计专业人士。 第四条 审计委员会委员由董事长、二分之一以上独立董事或者全体董事的 三分之一提名，并由董事会选举产生。 第五条 审计委员会设主任委员（召集人）一名，由独立董事委员中会计专 业人士担任，负责主持委员会工作；主任委员由董事会决定。 第六条 审计委员会任期与董事会一致，委员任期届满， ...

General Overview - The company establishes an Audit Committee under the Board of Directors to enhance decision-making and ensure effective supervision of financial activities and operations [2][3] - The Audit Committee is responsible for overseeing external audits, guiding internal audits, and ensuring accurate financial reporting [2][3] Structure and Composition - The Audit Committee consists of at least three directors, with a majority being independent directors, including at least one accounting professional [7][8] - The Chairman of the Audit Committee must be an independent director and an accounting professional [10] - The company is required to provide necessary conditions and support for the Audit Committee's operations [4][5] Responsibilities and Authority - The Audit Committee has the authority to inspect financial records, supervise the actions of directors and senior management, and propose the convening of extraordinary shareholder meetings [16][17] - It is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [18][19] - The Committee must approve significant financial disclosures and the hiring or dismissal of external auditors [17][18] Meetings and Procedures - The Audit Committee is required to hold at least one meeting per quarter, with provisions for special meetings as needed [26][27] - Meetings must have a quorum of at least two-thirds of the members present, and decisions require a majority vote [30][31] - Detailed meeting records must be maintained, reflecting the opinions of all members [34][35] Disclosure and Reporting - The company must disclose the composition and professional background of the Audit Committee members, as well as their performance annually [39][40] - Any significant issues identified by the Audit Committee must be reported to the Board and disclosed to the public if they meet regulatory standards [41][42]

Core Points - The article outlines the rules and responsibilities of the Audit Committee of Shenyang Chemical Co., Ltd, emphasizing the importance of internal control and effective supervision of the management team [2][3][4] Group 1: General Provisions - The Audit Committee is established to enhance the decision-making function of the board and ensure effective supervision of the management [2] - The committee is responsible for communication, supervision, and verification of internal and external audits, reporting directly to the board [2][3] - The company must provide necessary resources and support for the Audit Committee to perform its duties effectively [4] Group 2: Composition of the Committee - The Audit Committee consists of five members, including three independent directors, with an accounting professional serving as the chairperson [4] - Members must possess relevant professional knowledge and experience, ensuring they can effectively supervise and evaluate audit work [4][5] - The term of the Audit Committee aligns with that of the board, with independent directors limited to a maximum of six consecutive years [5] Group 3: Responsibilities and Authority - The committee's main responsibilities include evaluating compliance with laws and regulations, overseeing financial reporting, and guiding risk management and internal control systems [6][7] - It is tasked with reviewing financial reports, auditing plans, and ensuring effective communication between internal and external auditors [6][7][8] - The committee has the authority to propose the hiring or dismissal of external auditors and to report significant issues to the board [7][8] Group 4: Meeting Procedures - The Audit Committee must meet at least quarterly, with additional meetings called as necessary [26] - Meetings require the presence of at least two-thirds of the members to be valid [26] - The committee is responsible for maintaining accurate records of meetings and decisions made [34][36] Group 5: Reporting and Accountability - The Audit Committee must report its activities and findings to the board, including any significant issues or risks identified [12][21] - It has the authority to initiate investigations into financial misconduct and to recommend corrective actions [12][21] - The committee can also call for a temporary shareholders' meeting if necessary [23][24]

Core Viewpoint - The traditional "supervisory board" structure in Chinese companies is being replaced by a more efficient governance model, particularly with the implementation of the new Company Law, which allows for the establishment of audit committees within the board of directors to assume the functions of the supervisory board [1][2][3]. Group 1: Changes in Governance Structure - Several insurance companies, including China Pacific Insurance and others, have announced the abolition of their supervisory boards, aligning with the new Company Law [1][2]. - The new Company Law, effective July 1, 2024, permits state-owned companies to set up audit committees composed of directors to perform the duties of the supervisory board, eliminating the need for a supervisory board [2]. - Major state-owned banks and other financial institutions have also followed suit, announcing the dissolution of their supervisory boards, with their functions being transferred to the audit committees [2]. Group 2: Implications of the New Governance Model - The removal of the supervisory board is driven by policy changes and the need for cost and efficiency optimization, as it reduces management layers and associated costs [3]. - The audit committee, which is typically composed of independent directors, is expected to enhance oversight by being closer to decision-making processes, thus improving information access and independence compared to the supervisory board [3]. - The new governance structure aims to address issues of insufficient independence and limited information access that were prevalent in the supervisory board system [3]. Group 3: Impact on Directors and Officers Liability Insurance - The new Company Law has significantly increased the liability risks for directors and senior executives, making them jointly liable for damages caused by intentional misconduct or gross negligence [4]. - The law allows companies to purchase liability insurance for directors, which is a new legislative development aimed at protecting them from increased risks [4]. - Following the implementation of the new Company Law, there has been a notable increase in the market for directors and officers liability insurance, with over 270 A-share listed companies announcing their intention to purchase such insurance in the first half of the year [4][5].

General Provisions - The company establishes an Audit Committee to enhance the decision-making function of the Board and ensure effective supervision of financial and operational activities [1] - The Audit Committee is a specialized working body of the Board, responsible for overseeing auditing and internal control systems [1] Composition and Personnel - The Audit Committee consists of three directors, including two independent directors, with at least one being a professional accountant [2] - The term of the Audit Committee members aligns with their term as directors, and if a member resigns, their committee membership is automatically terminated [2] Responsibilities and Authority - The main responsibilities of the Audit Committee include reviewing financial information, supervising internal and external audits, and assessing internal controls [3] - The Audit Committee must report any significant internal control deficiencies or risks to the Board and the Shenzhen Stock Exchange [3][4] Decision-Making Procedures - The Audit Committee meetings can be regular or temporary, with regular meetings held quarterly [4] - A quorum for meetings requires attendance from at least two-thirds of the committee members, and decisions must be approved by a majority [5] Meeting Procedures - Meetings can be conducted in person or via electronic means, and members must maintain confidentiality regarding discussed matters [6] - The committee may invite external professionals for advice, with costs covered by the company [6]

General Principles - The purpose of the audit committee is to enhance the decision-making function of the board, ensuring effective supervision of the management and improving the corporate governance structure [1][2] - The audit committee is a specialized working body established by the board of directors, responsible for reviewing financial information and overseeing internal and external audit work [1][3] Composition of the Committee - The audit committee consists of three directors, with at least two-thirds being independent directors, and at least one independent director must be a professional in accounting [3][4] - The committee's convener must be an independent director with accounting expertise, responsible for leading the committee's work [4][5] Responsibilities and Authority - The audit committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [8][9] - Key responsibilities include approving financial reports, hiring or dismissing audit firms, and overseeing internal audit plans [8][9][10] Meeting Procedures - The audit committee must meet at least quarterly, with a quorum requiring the presence of two-thirds of its members [5][9] - Meetings can be called by the convener or upon request by two or more members, and decisions require a majority vote [9][12] Reporting and Documentation - The committee must report its decisions to the board of directors, and all meeting records must be maintained for at least ten years [13][30] - Members have confidentiality obligations regarding the information discussed in meetings [14] Amendments and Interpretation - The audit committee's working rules are subject to national laws and regulations, and any inconsistencies will defer to those laws [16][16] - The board of directors holds the authority to interpret these working rules [16]