Core Viewpoint - The internal audit system of Yangzhou Huitong Technology Co., Ltd. aims to standardize internal audit work, clarify responsibilities, ensure audit quality, and enhance economic efficiency through compliance with relevant laws and regulations [1][2]. Group 1: Internal Audit Objectives and Responsibilities - The purpose of internal audit is to promote the establishment of effective internal controls, manage costs, improve management, mitigate operational risks, and increase company value [1][2]. - The internal audit department is responsible for supervising and evaluating the financial expenditures, asset quality, operational performance, and the legitimacy and effectiveness of construction projects of the company and its subsidiaries [1][3]. Group 2: Internal Audit Structure - The board of directors is responsible for the establishment and effective implementation of the internal control system, with significant internal control systems requiring board approval [2][3]. - An audit committee is established by the board, composed entirely of directors who are not senior management, with independent directors making up more than half and serving as conveners [2][3]. Group 3: Audit Committee and Internal Audit Department - The internal audit department reports to the audit committee and is responsible for checking and supervising business activities, risk management, internal controls, and financial information [2][3]. - The internal audit department must maintain independence and cannot be under the leadership of the finance department [3][4]. Group 4: Audit Procedures and Reporting - The internal audit department is required to report at least quarterly to the board or audit committee on the execution of the internal audit plan and any issues discovered [4][5]. - The internal audit department must submit an annual internal audit report to the board or audit committee, covering significant external investments, asset transactions, and related party transactions [4][5]. Group 5: Internal Control Evaluation and Disclosure - The internal audit department is responsible for the organization and implementation of internal control evaluations, which must include a declaration of the board's commitment to the report's authenticity [8][9]. - If significant deficiencies or risks in internal controls are identified, the board must promptly disclose this information to the Shenzhen Stock Exchange [7][8]. Group 6: Compliance and Accountability - The company establishes an incentive and restraint mechanism for the internal audit department, with the audit committee participating in the evaluation of the internal audit head [10]. - Violations of laws, regulations, or internal policies by individuals or units can lead to penalties, including legal action for severe cases [10].

Core Viewpoint - The company, Zhengping Road and Bridge Construction Co., Ltd., faces significant operational challenges, including a negative audit opinion on internal controls for 2024, substantial uncertainty regarding its ability to continue as a going concern, and instances of illegal guarantees, leading to its stock being subject to additional risk warnings starting May 6, 2025 [1][3][8] Group 1: Risk Warnings and Financial Issues - The company received a negative audit report regarding its internal controls, which indicated that it has illegal guarantees exceeding 10 million yuan and has incurred losses for three consecutive years, resulting in a warning on its stock [3][8] - As of the end of 2024, the company had illegal guarantees amounting to 35 million yuan, which have since been resolved [3][4] - The company has a temporary fund occupation issue involving its subsidiary, Guizhou Water Conservancy, with a total of 17.549219 million yuan occupied by a minority shareholder, which has been partially repaid [2][4][5] Group 2: Measures and Progress - To address the illegal guarantees, the actual controller of the company negotiated with banks to repay the 35 million yuan, which has been settled without causing substantial economic loss to the company [3][4] - The company is actively working to resolve the fund occupation issue, with 9 million yuan repaid recently, leaving a balance of approximately 420,921.9 yuan [2][5] - The company has established an internal control working group to enhance management and has implemented new procedures to strengthen internal controls across various departments [7] Group 3: Fundraising and Financial Management - The company is facing challenges in returning 190 million yuan of temporarily used fundraising, and it is exploring various strategies to improve revenue and manage cash flow [6] - Efforts include enhancing traditional business operations, expanding new business avenues, and increasing the collection of receivables [6]

Core Viewpoint - The company, Zhengping Road and Bridge Construction Co., Ltd., is facing significant operational challenges, including a negative audit report on internal controls for 2024, substantial uncertainty regarding its ability to continue operations, and instances of illegal guarantees, leading to its stock being placed under risk warning starting May 6, 2025 [1][2][3]. Group 1: Risk Warnings and Financial Issues - The company received a negative opinion on its internal control audit report for 2024, indicating serious operational issues [2][3]. - The company has been involved in illegal guarantees amounting to 35 million yuan, which have since been resolved [1][3]. - As of the end of 2024, the company reported a non-operating fund occupation of 17.55 million yuan by a minority shareholder, with a current balance of 4.21 million yuan after partial repayment [2][3]. Group 2: Measures and Progress - The company has taken steps to resolve the illegal guarantee issue by repaying the 35 million yuan loan to the bank, which has been cleared [3]. - To address the fund occupation issue, the company has conducted thorough investigations and is working to recover the remaining funds while enhancing internal controls [3][4]. - The company is actively seeking to stabilize its traditional business and expand into new areas to improve revenue and manage liquidity pressures related to temporarily unreturned fundraising of 190 million yuan [4][5]. Group 3: Internal Control Enhancements - The company has established an internal control working group to strengthen management and has initiated a comprehensive review of its internal control systems [5]. - New management procedures for project measurement and settlement have been implemented, along with enhanced communication between departments [5]. - The company is conducting special inspections on ongoing projects to continuously improve management standards [5].

Core Viewpoint - The internal audit system of Guangdong Jiayuan Technology Co., Ltd. aims to standardize internal audit work, enhance audit quality, strengthen internal controls, and mitigate company risks [1][3]. Group 1: Internal Audit Structure - The company must establish an internal audit institution responsible for supervising business activities, risk management, internal controls, and financial information [1][4]. - The internal audit department should maintain independence and not be under the leadership of the finance department [2][4]. - The internal audit department is accountable to the board of directors and must report directly to the audit committee [1][4]. Group 2: Responsibilities and Principles - Internal audit activities should adhere to the principles of legality, independence, objectivity, and fairness [3][4]. - The internal audit department is responsible for evaluating the effectiveness of internal controls and risk management across the company and its subsidiaries [3][6]. - The audit committee must guide and supervise the internal audit department, reviewing annual audit plans and ensuring the implementation of audit activities [6][10]. Group 3: Audit Process and Reporting - The internal audit department must conduct audits based on business processes and evaluate the design and effectiveness of internal controls related to financial reporting and information disclosure [21][22]. - Internal audit reports must be submitted to the audit committee at least quarterly, detailing the execution of audit plans and any issues discovered [11][12]. - The internal audit department is required to maintain audit documentation, including audit plans, reports, and evidence collected during audits [44][45]. Group 4: Compliance and Enforcement - The internal audit department has the authority to investigate and address violations of financial regulations and internal controls [10][12]. - The company must ensure that all departments cooperate with the internal audit department and that any obstruction of audit activities is addressed [10][12]. - Violations of the internal audit system may result in administrative or economic penalties, and serious offenses may be referred to judicial authorities [48][49].

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]

第一章 总则 第一条 为强化国药集团药业股份有限公司（以下简称"公司"）董事会决 策功能，提高内部控制能力，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》（以下简称"《公司法》"）《上市公司治 理准则》《上市公司独立董事管理办法》《上海证券交易所上市公司自律监管指 引第1号—规范运作》《公司章程》及其他有关规定，公司设立董事会审计委员 会，行使《公司法》规定的监事会的职权，并制定本实施细则。 国药集团药业股份有限公司 董事会审计委员会实施细则 （经公司2025年7月31日第八届董事会第二十七次会议审议通过） 第二条 董事会审计委员会是董事会按照《公司章程》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， 向董事会报告工作并对董事会负责。 第二章 人员组成 第三条 审计委员会委员由五名董事组成，审计委员会委员应当为不在本公 司担任高级管理人员的董事，其中独立董事应过半数，且至少有一名独立董事为 会计专业人士。 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。 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 ...

广东新劲刚科技股份有限公司 第一章 总 则 第七条 公司管理层应当向审计委员会汇报公司本年度的生产经营情况和 投、融资活动等重大事项的进展情况，公司财务总监应当向审计委员会汇报本 年度的财务状况和经营成果情况。审计委员会应当对有关重大问题进行实地考 察。 第八条 公司年度财务报告审计工作的时间安排由公司审计委员会、财务 负责人与负责公司年度审计工作的会计师事务所三方协商确定。公司指定董事 会秘书负责协调审计委员会与会计师事务所以及公司管理层的沟通，积极为审 计委员会履行上述职责创造必要条件。 第九条 公司财务总监应在年审注册会计师进场审计前向审计委员会书面 提交本年度审计工作安排及其他相关材料。审计委员会应当在年审注册会计师 进场前审阅公司编制的财务会计报表，形成书面意见。 第一条 为了进一步完善公司的治理机制，加强内部控制建设，充分发挥 董事会审计委员会（下称"审计委员会"）年报编制和披露方面的监督作用，根 据证券监管机构、深圳证券交易所的有关规定以及《广东新劲刚科技股份有限 公司章程》（下称"《公司章程》"）、《广东新劲刚科技股份有限公司董事会审计 委员会工作细则》及《广东新劲刚科技股份有限公司信息披露管 ...

二○二五年八月 山东益生种畜禽股份有限公司 第一章 总则 第一条 为充分发挥审计委员会对山东益生种畜禽股份有限公司（以下简称 "公司"）财务信息、内部控制、内外部审计等工作的监督作用，健全公司内部 监督机制，确保董事会审计委员会规范、高效地开展工作，根据《中华人民共和 国公司法》 （以下简称《公司法》） 山东益生种畜禽股份有限公司 山东益生种畜禽股份有限公司 《上市公司独立董事管理办法》 《上市公司治理 准则》 《上市公司审计委员会工作指引》 《山东益生种畜禽股份有限公司章程》 （以 下简称《公司章程》）等有关规定，公司设立董事会审计委员会（以下简称"审 计委员会"），并制定本议事规则。 第二条 审计委员会是公司董事会下设的专门委员会，依据《公司章程》和 本议事规则的规定独立行使职权，不受公司任何其他部门和个人的干涉。 第三条 审计委员会下设审计部为日常办事机构，负责审计委员会的工作联 络、会议组织、材料准备等日常工作。审计部对审计委员会负责，向审计委员会 报告工作。 第二章 人员构成 第四条 审计委员会成员（委员）由三名不在公司担任高级管理人员的董事 组成，其中二名为独立董事，且至少应有一名独立董事是会计专 ...

电光防爆科技股份有限公司 董事会审计委员会实施细则 电光防爆科技股份有限公司 董事会审计委员会实施细则 第一章 总则 第一条 为强化董事会决策功能，持续完善电光防爆科技股份有限公司（以 下简称"公司"）内控体系建设，确保董事会对经理层的有效监督管理，不断完 善公司治理结构，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》《电光防爆科技股份有限公司章程》（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，并制定本实施细则。 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, 主要负责公司内、外部审计的沟通、监督和核查工作。 第二章 人员组成 第八条 审计委员会的主要职责权限： （六）行使《公司法》规定的监事会的职权； 下列事项应当经审计委员会全体成员过半数同意后，方可提交董事会审议： 第三条 审计委员会成员应当为不在公司担任高级管理人员的董事，其中 独立董事应当过半数，委员中至少有一名独立董事为专业会计人士，并由独立董 事中会计专业人士担任召集人。 第四条 审计委员会委员由董事长或提名委员会提名，并由董事会以全体董 事过半数选举产生。 第五条 审计 ...

Core Viewpoint - The Hong Kong Stock Exchange (HKEX) has officially released a consultation summary regarding the review of the Corporate Governance Code and Listing Rules, marking the most significant change in governance standards in nearly a decade, with the revisions set to take effect on July 1, 2025 [2] Group 1: Historical Context and Trends - The Corporate Governance Code has undergone eight revisions since its introduction in 2004, reflecting HKEX's commitment to enhancing corporate governance and aligning with international best practices [5] - Key revisions occurred in 2004 (introduction of the framework), 2012-2013 (enhanced board independence and diversity), 2016 (strengthened risk internal control), 2018 (improved transparency and diversity), 2021 (comprehensive upgrades), and 2024 (efficiency optimization) [5] Group 2: Key Revisions and Requirements - Mandatory establishment of three key committees (Audit, Nomination, and Remuneration Committees) with higher requirements for the number, qualifications, roles, and independence of independent non-executive directors [6] - Enhanced transparency and disclosure requirements transitioning from voluntary "best practice" to mandatory "Corporate Governance Reports," necessitating detailed disclosures on compliance, deviations, and governance practices [7] - Risk management is now a core supervisory responsibility of the board, with mandatory annual effectiveness assessments and disclosures [8] - Diversity policies are now mandatory, particularly regarding gender diversity, with requirements to disclose targets and progress [9] - Continuous optimization of board composition, including term limits for independent directors and mandatory training and performance evaluations to ensure board vitality and independence [10] Group 3: Governance Effectiveness and Training - The revisions emphasize the need for a governance effectiveness-focused training system for directors, including mandatory annual training on specific topics [14] - Boards are required to conduct comprehensive performance evaluations at least every two years, with disclosures on evaluation scope, methods, results, and improvement measures [14] - Enhanced shareholder communication management is mandated, requiring detailed disclosures on the nature, frequency, and follow-up mechanisms of shareholder interactions [18] Group 4: Independence and Diversity - New hard constraints on board independence include a nine-year term limit for independent non-executive directors, with a three-year cooling-off period for reappointment [19] - Independent directors are limited to serving on a maximum of six boards, with additional disclosure requirements [20] - The diversity policy now extends beyond the board to all employees, requiring companies to develop and disclose diversity policies for all staff [22] Group 5: Risk Management and Internal Control - The revisions harden previous soft requirements for risk management, mandating effective evaluations and disclosures of risk management and internal control systems [25] - Companies must establish a comprehensive risk management framework that integrates risk identification, compliance, and internal control processes [28] - Mandatory disclosures on the effectiveness of risk management and internal control systems are now required, including specific evaluation processes and findings [27] Group 6: Capital Management and Shareholder Returns - New regulations enhance disclosure requirements regarding shareholder returns, including mandatory disclosures of dividend policies and the rationale for any non-distributions [35] - Companies are required to construct a dynamic dividend policy framework and regularly review and optimize their dividend policies in alignment with corporate strategy and financial status [35]