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药明康德: 无锡药明康德新药开发股份有限公司审计委员会议事规则(2025年修订)
Zheng Quan Zhi Xing· 2025-09-02 10:25
Core Viewpoint - The document outlines the rules and regulations governing the Audit Committee of Wuxi AppTec Co., Ltd., emphasizing the importance of effective oversight, internal control, and accurate financial reporting. Group 1: General Provisions - The Audit Committee is established to enhance the efficiency of the Board and ensure effective supervision of the company according to various legal and regulatory frameworks [1][2] - The committee is responsible for communication and evaluation of internal and external audits, reviewing financial information, and supervising major decision-making matters [1][2] Group 2: Composition of the Committee - The Audit Committee consists of three non-executive directors, with a majority being independent directors, including at least one accounting professional [2][3] - Members must possess the necessary expertise and experience to fulfill their responsibilities effectively [3] Group 3: Responsibilities and Authority - The committee is tasked with reviewing financial reports, supervising internal and external audits, and ensuring compliance with legal and regulatory requirements [4][5] - It has the authority to recommend the hiring or dismissal of external auditors and evaluate their performance [4][5] Group 4: Decision-Making Procedures - The committee must meet at least quarterly and can convene special meetings as needed, with decisions requiring a majority vote [8][9] - Meeting records must be maintained, including attendance and decisions made [10][11] Group 5: Information Disclosure - The company is required to disclose the Audit Committee's annual performance and any significant issues identified during its oversight [11][12] - Any recommendations made by the committee that are not adopted by the Board must be disclosed along with the reasons [12]
和林微纳: 董事会审计委员会实施细则(草案)
Zheng Quan Zhi Xing· 2025-09-01 13:09
Core Points - The article outlines the governance structure and responsibilities of the Audit Committee of Suzhou Helin Micro-Nano Technology Co., Ltd, emphasizing the need for effective supervision of the management by the board of directors [1][2][3] - The Audit Committee is composed of three non-executive directors, with a majority being independent non-executive directors, ensuring independence from daily management [2][3] - The committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring compliance with accounting standards and regulations [8][9][10] Group 1: Committee Composition and Responsibilities - The Audit Committee consists of three non-executive directors, with independent non-executive directors making up more than half [2] - The committee is tasked with reviewing financial reports, supervising audits, and evaluating internal controls [8][9] - The committee must report to the board on necessary actions or improvements regarding audit matters [3][8] Group 2: Decision-Making Procedures - The Audit Committee meetings must be held at least quarterly, with provisions for special meetings as needed [17][18] - A quorum for meetings requires the presence of at least two-thirds of the committee members [19] - Decisions made by the committee must be approved by a majority of the members present [19][20] Group 3: Reporting and Disclosure - The company is required to disclose the Audit Committee's annual performance and any significant issues identified during its operations [27][28] - If the board does not adopt the committee's recommendations, the company must disclose the reasons for this decision [29] - The committee is responsible for ensuring compliance with relevant laws and regulations regarding financial reporting and internal controls [12][13]
ST尔雅: 董事会审计委员会工作细则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 18:14
Core Points - The establishment of the Audit Committee aims to enhance the governance structure of Hubei Meirya Co., Ltd. and strengthen the decision-making function of the board of directors [1] - The Audit Committee is responsible for overseeing the company's accounting policies, financial status, major investments, and transaction situations, as well as communication and supervision of internal and external audits [1][3] Group 1: Committee Composition - The Audit Committee consists of three directors who are not senior management, including two independent directors, with at least one being a professional accountant [2] - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [2] Group 2: Responsibilities and Authority - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls, requiring majority consent for certain matters before submission to the board [3][4] - The committee must report any violations by directors or senior management to the board or shareholders and can recommend dismissal of those who violate laws or regulations [3] Group 3: Decision-Making Procedures - The Audit Committee meets at least quarterly, with additional meetings called as necessary, and requires two-thirds of members to be present for decisions [10] - Decisions made by the committee must be reported in writing to the board of directors [11] Group 4: Internal Control Evaluation - The committee supervises and evaluates internal audit work, ensuring that internal audit reports and corrective action plans are submitted to the committee [5][6] - An annual internal control evaluation report must be produced based on the internal audit department's findings [6]
苏州科达: 审计委员会制度
Zheng Quan Zhi Xing· 2025-08-26 08:11
General Overview - The company has established an Audit Committee to enhance decision-making and effectively supervise financial activities and operations [2][4] Composition of the Committee - The Audit Committee consists of four directors, with a majority being independent directors, including at least one accounting professional [4][5] - Members must meet specific qualifications, including no disqualifications under relevant laws and regulations [5][6] Responsibilities and Authority - The main responsibilities of the Audit Committee include reviewing financial reports, hiring or dismissing external auditors, and overseeing internal audit functions [11][12] - The committee must approve certain matters before they are submitted to the board, such as financial disclosures and changes in accounting policies [12][14] Meeting Procedures - The Audit Committee is required to hold at least four meetings annually, with provisions for special meetings as needed [23][24] - A quorum of two-thirds of the members is necessary for meetings to proceed, and decisions require a majority vote [26][29] Reporting and Documentation - The committee is responsible for documenting meeting minutes, which must include key details such as attendees, agenda, and voting results [15][16] - The committee must report its findings and recommendations to the board of directors [34][36]
格林美: 董事会审计委员会工作细则(草案)(H股发行并上市后适用)
Zheng Quan Zhi Xing· 2025-08-24 16:18
Core Points - The article outlines the draft working rules for the Audit Committee of Greeenmei Co., Ltd, aimed at enhancing decision-making and internal control within the company [1][11] - The Audit Committee is established as a specialized working body of the Board of Directors, responsible for communication, supervision, and verification of internal and external audits [1][3] Group 1: General Provisions - The Audit Committee is set up to strengthen the decision-making function of the Board and ensure effective internal control [1] - The committee is accountable to the Board and submits proposals for review and decision [1] Group 2: Composition of the Audit Committee - The committee consists of three non-executive directors, with a majority being independent directors, and at least one member must be a professional accountant [2] - The nomination of committee members can be made by the Chairman, a majority of independent directors, or by more than one-third of all directors [2] Group 3: Responsibilities of the Audit Committee - The committee is responsible for supervising and evaluating the work of external auditors, including submitting reports and recommendations to the Board [3][4] - It oversees the internal audit work and ensures effective communication between internal and external auditors [4][5] - The committee reviews financial information and disclosures, ensuring the integrity of financial statements and reports [4][5] Group 4: Meeting Procedures - The committee meetings require a two-thirds attendance of members to be valid, and decisions must be approved by a majority [9][18] - Meetings can be held in person or via communication methods, and records must be kept [9][21] Group 5: Conflict of Interest - Members with a direct or indirect interest in matters discussed must disclose their relationship and abstain from voting [10][26] - The committee must ensure that decisions are made without the influence of interested parties [10][26]
金域医学: 广州金域医学检验集团股份有限公司董事会审计委员会实施细则
Zheng Quan Zhi Xing· 2025-08-22 16:36
Core Points - The article outlines the implementation rules for the Audit Committee of Guangzhou Kingmed Diagnostics Group Co., Ltd, aimed at enhancing the decision-making function of the board and ensuring effective supervision of the management team [1][3][4] Group 1: General Provisions - The Audit Committee is established to strengthen the board's decision-making capabilities and ensure professional audits [1] - The committee is responsible for communication, supervision, and verification of both internal and external audits [1][2] Group 2: Composition of the Committee - The Audit Committee consists of three directors, with a majority being independent directors, including at least one accounting professional [3] - The committee is chaired by an independent director who is an accounting professional, elected by the independent directors and approved by the board [3][4] Group 3: Responsibilities and Authority - The committee has the authority to review the company's periodic reports, inspect financials, supervise management actions, and report any violations to the board [5][6] - It is responsible for approving financial disclosures, hiring or firing external auditors, and overseeing internal audit functions [6][7] Group 4: Decision-Making Procedures - The Audit Committee must meet at least quarterly, with provisions for special meetings as needed [14] - Decisions require the presence of at least two-thirds of the committee members, and voting can be conducted in various formats [15][16] Group 5: Meeting Rules - Meetings must be documented accurately, with records maintained for ten years [27] - Members have confidentiality obligations regarding the matters discussed in meetings [28] Group 6: Final Provisions - The implementation rules take effect upon board approval and are subject to national laws and the company's articles of association [29][30] - The board retains the right to interpret these rules [31]
丰林集团: 广西丰林木业集团股份有限公司董事会审计委员会工作细则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-14 16:38
Core Points - The article outlines the working rules of the Audit Committee of Guangxi Fenglin Wood Industry Group Co., Ltd, aiming to enhance the decision-making function of the board and ensure effective auditing practices [1][2][3] General Provisions - The Audit Committee is established under the board of directors to perform duties according to laws, regulations, and the company's articles of association [1] - The company must provide necessary working conditions and support for the Audit Committee [1] Composition of the Committee - The Audit Committee consists of three to five members, with a majority being independent directors, and is chaired by an independent director with accounting expertise [2][3] - The committee's term aligns with that of the board, and members can be re-elected [2] Responsibilities and Authority - The Audit Committee supervises and evaluates both internal and external audit work, ensuring the establishment of effective internal controls and accurate financial reporting [2][3] - Key responsibilities include reviewing financial information, overseeing internal controls, and examining the use of raised funds and major investment projects [3][4] Meeting Procedures - The Audit Committee must meet at least quarterly, with provisions for special meetings as needed [7][8] - A quorum requires the presence of two-thirds of the members, and decisions are made by a majority vote [8][9] Reporting and Disclosure - The Audit Committee is required to report to the board at least biannually on its activities, including internal audit progress and significant issues [6][7] - Annual performance of the Audit Committee must be disclosed alongside the company's annual report [7]
美盈森: 董事会审计委员会议事规则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-14 11:19
Core Points - The article outlines the rules and responsibilities of the Audit Committee of Meiyingsen Group Co., Ltd, emphasizing the importance of effective supervision and internal control [1][2][3] 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 [1] - The committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [1][2] Group 2: Composition of the Committee - The Audit Committee consists of three directors who are not senior management, including at least two independent directors, with one being a professional accountant [2][3] - The committee members must possess the necessary professional knowledge and experience to fulfill their duties effectively [2] Group 3: Responsibilities and Authority - The main responsibilities include reviewing financial reports, supervising external audits, and ensuring compliance with laws and regulations [3][4] - The committee has the authority to propose the hiring or dismissal of external auditors and to oversee the internal audit department [4][5] Group 4: Meeting Procedures - The Audit Committee must hold regular meetings at least quarterly, with a quorum of two-thirds of members required to conduct business [12][13] - Meeting notifications must be sent out three days in advance, and minutes must be accurately recorded and maintained [12][14] Group 5: Internal Control and Reporting - The committee is tasked with evaluating the effectiveness of internal controls and ensuring that any deficiencies are reported and addressed [7][8] - It is required to submit an annual internal control evaluation report to the Board, detailing any identified deficiencies and corrective measures [39]
凯中精密: 董事会审计委员会实施细则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-13 09:16
Core Points - The article outlines the implementation rules for the Audit Committee of Shenzhen Kaizhong Precision Technology Co., Ltd, emphasizing its role in supervising financial information, internal controls, and auditing processes [2][3] Group 1: General Provisions - The Audit Committee is established to enhance the internal supervision mechanism and improve corporate governance structure [2][3] - The committee is responsible for reviewing financial information, supervising internal and external audits, and exercising the powers of the supervisory board as stipulated by law [3] Group 2: Composition of the Committee - The Audit Committee consists of three directors, with a majority being independent directors, and at least one member must be a professional accountant [5] - The committee's members are nominated by the chairman or a majority of independent directors and elected by the board [5] Group 3: Responsibilities and Authority - The main responsibilities include supervising external audit work, evaluating internal audit functions, and ensuring compliance with laws and regulations [6][10] - The committee must disclose its annual performance and the status of its meetings alongside the company's annual report [10] Group 4: Meeting Procedures - The Audit Committee is required to meet at least quarterly, with provisions for special meetings as needed [16] - A quorum for meetings requires the presence of at least two-thirds of the members, and decisions must be approved by a majority [26] Group 5: Reporting and Accountability - The committee must report any significant issues or findings to the board and can propose the convening of temporary shareholder meetings if necessary [12][21] - The committee has the authority to supervise the internal audit department and ensure compliance with internal control standards [9][11]
江苏索普: 江苏索普董事会审计委员会实施细则
Zheng Quan Zhi Xing· 2025-08-12 16:23
General Overview - The company has established a Board Audit Committee to enhance decision-making and ensure effective supervision of the management team, in accordance with relevant laws and regulations [1][2]. Composition of the Committee - The Audit Committee consists of three directors, including two independent directors, with at least one being a professional accountant [3]. - The committee members are nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [3]. - The committee has a chairperson who is an independent director with an accounting background, responsible for leading the committee's work [3]. Responsibilities and Authority - The main responsibilities of the Audit Committee include supervising external audits, evaluating internal audits, reviewing financial reports, and overseeing internal controls [2][3]. - The committee has the authority to propose the hiring or dismissal of external auditors and to review significant financial decisions [3]. - The committee can also convene temporary shareholder meetings if the board fails to fulfill its responsibilities [3]. Decision-Making Procedures - The Audit Working Group is responsible for preparing decisions for the committee, providing necessary documentation such as financial reports and audit findings [4]. - The committee must meet at least four times a year, with a quorum of two-thirds of its members required for meetings [4][6]. - Decisions are made by a majority vote of the committee members present at the meeting [4]. Meeting Regulations - Meetings can be called with three days' notice, and in urgent situations, can be convened via phone or other means [5]. - Members unable to attend may delegate their voting rights to another member through a signed proxy [5]. - Meeting records must be kept for at least ten years, and all members have confidentiality obligations regarding the discussions [6]. Implementation and Amendments - The implementation rules take effect upon approval by the board and will be amended in accordance with future legal changes or company regulations [6].