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东湖高新: 武汉东湖高新集团股份有限公司董事会审计委员会实施细则
Zheng Quan Zhi Xing· 2025-08-25 17:31
General Overview - The company establishes the Board Audit Committee to enhance decision-making, improve internal controls, and ensure effective supervision of the management team [2][3] Committee Structure and Composition - The Audit Committee consists of three directors, with independent directors making up at least half of the committee, including one professional accountant [4] - The committee is nominated by the chairman, more than half of the independent directors, or one-third of all directors, and elected by the board [4] - The term of the Audit Committee members aligns with that of other directors, not exceeding three years, with independent directors limited to six consecutive years [4] Responsibilities and Authority - The main responsibilities of the Audit Committee include reviewing financial information, supervising external and internal audits, and evaluating internal controls [6][7] - The committee must approve significant financial disclosures and the hiring or dismissal of external auditors before submission to the board [12] - The committee has the authority to inspect company finances, supervise management actions, and propose temporary board or shareholder meetings if necessary [20][21] Meeting Procedures - The Audit Committee holds regular meetings at least quarterly, with provisions for special meetings as needed [16][17] - Decisions require a majority vote, and members must disclose any conflicts of interest [29] Disclosure Requirements - The company is required to disclose the composition and professional background of the Audit Committee members, as well as their annual performance [33][34] - Any significant issues identified by the committee that meet disclosure standards must be reported promptly [35][36]
昊华能源: 北京昊华能源股份有限公司关于对京能集团财务有限公司的风险持续评估报告
Zheng Quan Zhi Xing· 2025-08-25 17:26
Core Viewpoint - The report evaluates the financial risk management of Beijing Jingneng Group Financial Co., Ltd. (Jingneng Finance) and concludes that it has a sound internal control system and effective risk management practices, with no significant risk events reported as of June 30, 2025 [1][6]. Group 1: Basic Information of Jingneng Finance - Jingneng Finance is a non-bank financial institution approved by the National Financial Regulatory Administration, with a registered capital of 5 billion RMB, where Beijing Energy Group holds a 60% stake [1]. - The company’s business scope includes accepting deposits, providing loans, handling bill discounting, and offering financial advisory services among others [1]. Group 2: Internal Control Overview - Jingneng Finance has a robust governance structure with a clear division of responsibilities among its shareholders, board of directors, supervisory board, and senior management [2]. - The company has established a comprehensive risk management system covering liquidity, credit, market, compliance, and operational risks, with a structured approach to risk identification, assessment, and monitoring [2][3]. Group 3: Operational and Risk Management Status - As of June 30, 2025, Jingneng Finance reported total assets of 50.08 billion RMB, with cash and loans making up a significant portion of its assets [6][7]. - The company adheres to relevant laws and regulations, ensuring compliance in its financial operations and maintaining a strong internal control and risk management framework [7]. Group 4: Regulatory Compliance and Risk Assessment - Jingneng Finance meets the regulatory indicators set by the Enterprise Group Financial Company Management Measures, indicating compliance with national financial supervision [7][8]. - The company has not identified any significant defects in its risk control systems related to financial reporting, lending, investment, and information systems as of the evaluation date [7].
双杰电气: 内部控制制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-25 17:26
北京双杰电气股份有限公司 内部控制制度 第一章 总则 第一条 为加强北京双杰电气股份有限公司(下称"公司")内部控制,促 进公司规范运作和健康发展,保护投资者合法权益,根据《中华人民共和国公司 法》《中华人民共和国证券法》《企业内部控制基本规范》《深圳证券交易所创 业板股票上市规则》(以下简称"《创业板上市规则》")《深圳证券交易所上 市公司自律监管指引第2号——创业板上市公司规范运作》(以下简称"《规范运 作 》")等法律法 规以及《 北京 双杰电气股份 有限公司章程》( 以 下简称 "《公司章程》"),结合公司的实际情况,制定本制度。 第二条 公司内部控制制度的目的: (一)保障国家法律、法规、规章及其他相关规定的贯彻落实; (二)保证所有业务活动均按照适当的授权进行,提高公司经营的效益及效 率,提升公司质量,增加对公司股东的回报; (三)保障公司资产的安全、完整并有效发挥作用,防止毁损、浪费、盗窃并 降低减值损失; (四)确保公司信息披露的真实、准确、完整和公平; (五)防止、发现和纠正错误与舞弊,保证账面资产与实物资产核对相符。 第三条 公司董事会对公司内部控制制度的制定和有效执行负责。 第二章 内部 ...
宝泰隆: 宝泰隆新材料股份有限公司内部控制制度
Zheng Quan Zhi Xing· 2025-08-25 17:19
第一条 为建立健全和有效实施宝泰隆新材料股份有限公司(以下简称"公 司")内部控制,提高公司风险管理水平和风险防范能力,促进公司规范运作和 可持续发展,保护投资者的合法权益,根据《公司法》、 《证券法》、 宝泰隆新材料股份有限公司 内部控制制度 宝泰隆新材料股份有限公司 内部控制制度 二O二五年八月 宝泰隆新材料股份有限公司 内部控制制度 第一章 总则 《上海证券交 易所上市公司内部控制指引》、 《企业内部控制基本规范》等有关法律法规及《公 司章程》的相关规定,并结合公司实际情况,特此制定本制度。 第二条 公司内部控制的目的 (一)确保国家法律法规和公司内部规章制度得到贯彻执行; (二)建立健全符合现代公司制度要求的法人治理结构,形成科学合理的决 策机制; (三)明确各部门、各岗位的职责,规范作业流程,提升公司整体管理水平, 提高经营活动的效率和效果,实现发展战略和经营目标; (四)保证资产的安全、完整及对其的有效使用; (五)确保信息的真实性、及时性和完整性,包括编制和提供真实、可靠的 财务报告; (六)确保建立针对各项重大风险的应对预案,预防和控制各种错误和弊端, 及时采取有效纠正措施,避免或减少风险事件 ...
保利发展: 保利发展控股集团股份有限公司关于对保利财务有限公司2025年上半年关联交易的风险持续评估报告
Zheng Quan Zhi Xing· 2025-08-25 17:05
Core Viewpoint - Poly Development Holdings Group Co., Ltd. is conducting a continuous risk assessment of its related transactions with Poly Finance Co., Ltd., ensuring compliance with regulatory requirements and maintaining effective internal controls [1][11]. Basic Information - Poly Finance Co., Ltd. was established on March 11, 2008, and is a non-bank financial institution under China Poly Group, aimed at enhancing fund management and efficiency for group members [1]. - The company is registered with the Beijing Market Supervision Administration and holds a financial business license approved by the National Financial Supervision Administration [1]. Internal Control Overview - Poly Finance has established a governance structure that complies with state-owned and financial regulatory requirements, enhancing decision-making efficiency through various committees [2]. - The company has nine functional departments and conducts annual reviews of its regulations to ensure they remain relevant and effective [2]. Risk Management - A comprehensive risk management system is in place, with committees overseeing compliance and risk management activities [3]. - The company conducts annual risk preference statements to guide its business operations and implements a three-tier review mechanism for compliance [3]. Important Control Activities - Poly Finance has developed management measures for fund settlement and credit business, ensuring compliance with regulatory requirements [4][5]. - The company employs advanced technology for secure transaction processing and has established a robust internal control system for fund safety [4][6]. Financial Data - As of June 30, 2025, total assets amounted to approximately 9.73 billion, with total equity at about 641.56 million [9]. - The company reported total revenue of approximately 200.14 million and a net profit of around 61.61 million for the audited period [9]. - The capital adequacy ratio stands at 14.06%, exceeding the regulatory minimum of 10.5% [10]. Risk Assessment Opinion - The board of directors believes that Poly Finance operates within legal frameworks and has established effective internal controls to manage risks [11]. - The company’s deposit and loan activities with Poly Finance are deemed manageable and do not pose significant operational risks [11].
亿晶光电: 亿晶光电科技股份有限公司董事会审计委员会工作细则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-25 16:52
Core Viewpoint - The document outlines the operational guidelines for the Audit Committee of Yijing Photovoltaic Technology Co., Ltd, emphasizing its role in enhancing corporate governance, financial oversight, and internal control mechanisms. Group 1: General Provisions - The Audit Committee is established to improve the governance level of the company and enhance the decision-making function of the board of directors [1] - The committee is responsible for supervising the company's financial information, internal control, and auditing processes [1] - The company must provide necessary working conditions for the Audit Committee, which is supported by the internal control audit department [1] Group 2: Composition of the Audit Committee - The Audit Committee consists of at least three members appointed from the board, with independent directors making up more than half of the committee [2] - All members must possess the necessary professional knowledge and experience to fulfill their responsibilities effectively [2] - The committee is led by a convener who must be an independent director with accounting expertise [2] Group 3: Responsibilities of the Audit Committee - The committee is responsible for reviewing financial information and overseeing internal and external audits [3] - It must approve significant financial disclosures and the hiring or dismissal of external auditors [3][4] - The committee is tasked with ensuring the accuracy and completeness of financial reports and addressing any discrepancies [4] Group 4: Supervision of External Auditors - The Audit Committee oversees the hiring process of external auditors and evaluates their performance [5] - It must ensure that the external auditors operate independently and without undue influence from major shareholders or management [5] Group 5: Internal Audit Oversight - The committee supervises the internal audit department and reviews its annual work plan [6] - It is responsible for ensuring that internal controls are effective and that any deficiencies are reported [8] Group 6: Meeting Procedures - The Audit Committee must hold at least one meeting per quarter, with provisions for additional meetings as necessary [28] - A quorum requires the presence of at least two-thirds of the members, and decisions are made by majority vote [29] Group 7: Information Disclosure - The company is required to disclose the Audit Committee's annual performance and any significant issues identified during its oversight [36][37] - Any recommendations made by the committee that are not adopted by the board must be disclosed along with the reasons [38]
海陆重工: 内部控制制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-25 16:31
Core Points - The internal control system of Suzhou Hailu Heavy Industry Co., Ltd. aims to promote standardized operations, effectively prevent and resolve operational risks, and ensure healthy and stable development of the company [1][2] - The overall goal of internal control is to establish a scientifically-based decision-making process, standardized operations, efficient management, and sustainable development [2][3] - The internal control mechanism includes organizational structure and operational constraints, while the internal control system encompasses various operational procedures, management methods, and control measures [1][2] Internal Control Objectives and Principles - The internal control objectives include compliance with laws and regulations, establishment of an effective risk control system, and improvement of management efficiency and effectiveness [2][3] - Principles guiding the internal control mechanism include comprehensiveness, independence, mutual checks and balances, and cost-effectiveness [2][3] - The internal control system should adhere to principles of comprehensiveness, prudence, effectiveness, and timeliness [3] Basic Requirements of Internal Control - The company must establish a clear and effective internal control mechanism tailored to its operational characteristics [6] - A three-line monitoring system should be implemented, including dual responsibility at frontline positions, mutual supervision among departments, and comprehensive oversight by the internal audit department [6][7] Main Content of Internal Control - Key components of internal control include environmental control, business control, monetary fund management control, accounting system control, electronic information system control, and internal audit control [12][26] - Environmental control involves governance structure, management philosophy, employee quality, and authorization control [14][15] - Business control encompasses sales, procurement, production, human resources, inventory, fixed assets, financing, and investment management [10][17] Specific Control Measures - Sales and procurement processes require clear division of responsibilities and approval systems to prevent errors and fraud [18][19] - Production control focuses on planning, progress, quality, and cost management, ensuring efficient operations [15][16] - Human resource management includes separation of duties, planning, and performance evaluation to maintain integrity and competence [21][22] Financial and Investment Control - Financial management emphasizes separation of incompatible duties, strict adherence to approval processes, and regular cash audits [26][27] - Investment management requires clear division of responsibilities, detailed investment plans, and protection of investment assets [25][24] Internal Audit Control - The internal audit department operates independently, ensuring compliance with internal control systems and reporting directly to the board of directors [30][31] - Regular audits are conducted to evaluate the effectiveness of internal controls and ensure proper execution of company policies [30][31]
亨通股份: 浙江亨通控股股份有限公司董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-25 16:30
Core Points - The article outlines the operational guidelines for the Audit Committee of Zhejiang Hengtong Holdings Co., Ltd, aiming to enhance corporate governance and ensure effective internal and external audit processes [1][2][3] Group 1: General Provisions - The Audit Committee is established to oversee communication, supervision, and verification of internal and external audits, reporting directly to the Board of Directors [2][3] - The committee is supported by an Internal Control Audit Department responsible for daily operations and ensuring the authenticity and legality of financial reports [3][4] Group 2: Composition - The Audit Committee consists of three directors who are not senior management, including two independent directors, with at least one being an accounting professional [4][5] - The committee is elected by the Board and has a term of three years, aligning with the Board's term [5][6] Group 3: Responsibilities and Authority - The main responsibilities include selecting and evaluating external audit firms, supervising internal audits, reviewing financial information, and ensuring effective internal controls [9][10] - The committee must approve significant financial disclosures and changes in accounting policies before submission to the Board [10][11] Group 4: Decision-Making Procedures - The Internal Control Audit Department prepares necessary documentation for the committee's decisions, including financial reports and audit evaluations [11][12] - Meetings are held regularly, with at least one meeting per quarter, and require a two-thirds majority for decisions [14][15] Group 5: Information Disclosure - The company is required to disclose the composition and professional background of the Audit Committee members, as well as their annual performance [16][17] - Any significant issues identified by the committee that meet disclosure standards must be reported promptly [17][18]
双元科技: 董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-25 16:23
Core Viewpoint - The article outlines the establishment and operational guidelines of the Audit Committee of Zhejiang Shuangyuan Technology Co., Ltd, emphasizing its role in enhancing corporate governance, internal supervision, and risk control. Group 1: General Provisions - The Audit Committee is established to strengthen the decision-making function of the Board and improve the company's governance structure [1] - The Committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring effective internal controls [1][2] Group 2: Composition of the Committee - The Committee consists of three directors, including two independent directors, with one being a qualified accounting professional serving as the chairperson [2][3] - The term of the Committee members aligns with that of the Board, with independent directors limited to a maximum of six consecutive years [2][3] Group 3: Responsibilities and Authority - The Committee's main responsibilities include reviewing financial disclosures, supervising external audits, and evaluating internal controls [4][5] - It has the authority to propose the hiring or dismissal of external auditors and to oversee the internal audit process [4][5][6] Group 4: Meeting Procedures - The Committee must hold at least one meeting per quarter, with provisions for special meetings as needed [8][9] - A quorum requires the presence of at least two-thirds of the members, and decisions are made by a majority vote [8][9] Group 5: Reporting and Documentation - The Committee is required to submit written reports on its findings and recommendations to the Board [5][6] - Meeting records must be maintained, and all participants are bound by confidentiality regarding the discussed matters [9][10]
广博股份: 内部控制制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:16
Core Points - The internal control system of Guangbo Group aims to enhance operational efficiency, profitability, and the reliability of financial information while safeguarding assets and mitigating risks [2][3] - The internal control objectives include ensuring compliance with laws and regulations, improving operational efficiency, safeguarding assets, and ensuring accurate financial reporting [3][4] - The internal audit department is responsible for supervising the establishment and execution of the internal control system and reporting significant deficiencies [4][6] Internal Control Environment - The internal control environment encompasses governance structure, organizational setup, authority distribution, human resource policies, and corporate culture [3][8] - The company establishes a clear division of responsibilities and organizational structure to ensure accountability [8][9] - The company emphasizes the importance of internal audit independence and the need for a robust internal audit framework [4][5] Risk Assessment - Risk assessment is designed to help the company identify and analyze risks associated with achieving internal control objectives [6][14] - The company is committed to continuously collecting relevant information for risk assessment and adjusting strategies accordingly [14][16] - Various risk response strategies, including risk avoidance and risk reduction, are employed to effectively manage risks [16][17] Control Activities - Control activities include departmental setup, job responsibilities, business regulations, and processes [7][19] - The company has established a risk warning mechanism and emergency response procedures for significant risks [19][21] - A scientific evaluation system is in place to assess employee performance, which influences compensation and career progression [21][23] Information and Communication - The company has established internal communication protocols to enhance information flow and management transparency [9][27] - An intelligent office system is utilized to facilitate internal communication and external information dissemination [27][29] - The company has a dedicated information disclosure management system to ensure timely and accurate information release [29][30] Internal Supervision - The audit committee of the board is responsible for overseeing the internal control system and ensuring its effectiveness [10][31] - Internal audit reports are submitted to the board and audit committee, highlighting deficiencies and improvement suggestions [31][36] - Regular self-assessments of internal control effectiveness are conducted, with findings reported to the board [36][38] Conclusion - The internal control system is crucial for the company's operational integrity and compliance with regulations, with ongoing evaluations and adjustments to enhance its effectiveness [15][42] - The board is responsible for interpreting and revising the internal control system, which takes effect upon approval [15][43]