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山高环能: 关于最近五年被证券监管部门和交易所处罚或采取监管措施及整改情况的公告
Zheng Quan Zhi Xing· 2025-07-16 13:19
Core Viewpoint - The company has conducted a self-examination regarding regulatory measures or penalties imposed by securities regulatory authorities and exchanges over the past five years, concluding that there have been no penalties, but there were instances of regulatory measures that required rectification [1][5]. Summary by Sections Recent Regulatory Measures and Penalties - The company has not faced any penalties from securities regulatory authorities or exchanges in the last five years [1]. - The company received an administrative regulatory measure from the Sichuan Securities Regulatory Bureau, which mandated rectification due to a violation during the 2022 first extraordinary general meeting where the chairman acted as a vote counter despite being a related shareholder, violating the rules of shareholder meetings [2][3]. Rectification Actions Taken - Following the regulatory measure, the company organized training for all directors, supervisors, and senior management to enhance compliance awareness regarding relevant rules [2]. - The current five directors and supervisors have completed initial training courses and obtained certificates, with plans for ongoing compliance training and internal studies to improve understanding of regulations [2][3]. - The company has strengthened its internal control over meeting deliberations and information disclosure to ensure compliance with internal management standards [3]. Previous Warnings and Measures - The company received a warning letter in 2020 for failing to include personal loans in its consolidated financial statements, which led to inaccuracies in financial data [4]. - In response, the company organized training on information disclosure regulations for its board and management to improve the accuracy and completeness of disclosures [4][5]. - The company has committed to enhancing internal controls and auditing practices to prevent similar issues in the future [5].
华之杰: 内部审计制度
Zheng Quan Zhi Xing· 2025-07-16 11:10
Core Points - The internal audit system of Suzhou Huazhi Jie Telecommunications Co., Ltd. aims to standardize internal audit work, enhance quality, and protect investors' rights [1][2] - Internal audit is defined as an evaluation activity conducted by internal personnel to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [1] - The company is required to establish a robust internal audit system in accordance with national laws and regulations, tailored to its industry characteristics [1][2] General Provisions - The board of directors is responsible for ensuring the accuracy and completeness of internal control-related information disclosures [2] - An audit committee is established under the board to oversee the internal audit department, which is responsible for monitoring business activities, risk management, and financial information [2][3] - The audit department must maintain independence and not be under the leadership of the finance department [2][3] Responsibilities and Overall Requirements - The audit committee has several key responsibilities, including guiding the establishment of the internal audit system, reviewing annual audit plans, and reporting significant issues to the board [2][3] - The audit department is tasked with evaluating the integrity and effectiveness of internal controls across the company and its subsidiaries [3][4] Specific Implementation - The audit department must conduct audits covering all business activities related to financial reporting and information disclosure, including sales, procurement, inventory management, and more [5] - Audit evidence must be sufficient, relevant, and reliable, with clear documentation maintained [5][6] - The audit department is required to submit an internal control evaluation report to the audit committee at least once a year [6][7] Information Disclosure - The board or audit committee must evaluate the internal control system based on audit reports and disclose the internal control evaluation report alongside the annual report [7][8] - If an external auditor issues a non-standard report regarding internal control effectiveness, the board must provide a special explanation detailing the issue and its impact [7][8] Supervision and Management - The effectiveness of the internal control system is a key performance indicator for all departments and subsidiaries [8] - A responsibility accountability mechanism is established to address violations of the internal control system [8]
上海三毛: 上海三毛企业(集团)股份有限公司董事会审计委员会实施细则(2025年修订)
Zheng Quan Zhi Xing· 2025-07-16 09:22
Core Viewpoint - The article outlines the implementation details of the Audit Committee of Shanghai Sanmao Enterprise (Group) Co., Ltd., emphasizing its role in enhancing corporate governance, ensuring effective supervision of management, and maintaining the integrity of financial reporting [2][3]. Group 1: General Provisions - The Audit Committee is established to strengthen the decision-making function of the board and ensure effective oversight of the management [2]. - The committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [2][3]. - Members of the Audit Committee must possess the necessary professional knowledge and experience to fulfill their responsibilities [2]. Group 2: Composition of the Committee - The Audit Committee consists of five directors, including three independent directors, with at least one being a professional accountant [3]. - The committee is chaired by an independent director with accounting expertise, elected by the committee members and approved by the board [3]. - The term of the Audit Committee aligns with that of the board, and members can be re-elected [3]. Group 3: Responsibilities and Authority - The committee is tasked with reviewing financial reports, supervising audit work, and ensuring compliance with laws and regulations [4][5]. - It must approve significant financial disclosures and the hiring or dismissal of external auditors before submission to the board [4][5]. - The committee is responsible for monitoring the integrity of financial reports and addressing any identified issues, including potential fraud or misstatements [5][6]. Group 4: Decision-Making Procedures - The Audit Committee must hold at least one regular meeting each quarter, with additional meetings called as necessary [11][12]. - A quorum requires the presence of at least two-thirds of the members, and decisions are made by a majority vote [12]. - Meeting records must be maintained for a minimum of ten years, ensuring transparency and accountability [12]. Group 5: Information Disclosure - The company is required to disclose the composition and professional background of the Audit Committee members [38]. - Annual reports must include the committee's performance and meeting activities, ensuring stakeholders are informed [39]. - Any significant issues identified by the committee that meet disclosure standards must be reported promptly [40].
迅捷兴: 内部审计制度
Zheng Quan Zhi Xing· 2025-07-15 16:31
Core Viewpoint - The internal audit system of Shenzhen Xunjiexing Technology Co., Ltd. aims to standardize internal audit work, clarify responsibilities, ensure audit quality, and enhance operational management and economic efficiency [1][2]. Group 1: General Principles - The internal audit is defined as an evaluation activity conducted by the internal audit institution to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [1]. - Internal control is a series of control activities implemented by the board of directors, audit committee, senior management, and other relevant personnel to ensure compliance with laws, adherence to development strategies, operational efficiency, and the integrity of financial reporting [1]. Group 2: Audit Organization and Personnel - The board of directors is responsible for establishing and effectively implementing the internal control system, ensuring the accuracy and completeness of related information disclosures [2]. - An audit committee can be established under the board, consisting of three members, including two independent directors and one accounting professional [2]. - The audit department is responsible for supervising internal audits of financial management and internal control systems, reporting directly to the board [2][3]. Group 3: Responsibilities and Authority of the Audit Department - The audit department is tasked with evaluating the completeness and effectiveness of internal control systems across the company and its subsidiaries, auditing financial and economic data for legality and authenticity [4]. - The audit department must report to the audit committee at least quarterly, detailing the execution of the internal audit plan and any issues discovered [4][5]. - The audit department has the authority to request necessary documents, conduct investigations, and issue audit opinions or recommendations for management improvements [8]. Group 4: Audit Process and Reporting - The audit department must conduct audits following significant external investments, asset purchases, guarantees, and related transactions, focusing on compliance with approval procedures and the integrity of contracts [6][7]. - Audit findings related to internal control deficiencies must be reported to the audit committee, which will oversee the implementation of corrective measures [6][10]. - The audit department is required to maintain audit archives for at least ten years and establish confidentiality protocols for audit documents [12].
“礼赠品第一股”突曝重大内控缺陷!
Zhong Guo Ji Jin Bao· 2025-07-12 09:40
Core Viewpoint - Yuanlong Yatu, the first A-share listed company in the gift industry, disclosed significant internal control issues, revealing that a sales employee is suspected of embezzlement through falsifying company documents and contracts [2][3]. Financial Impact - The fraudulent activities are believed to have affected the sales revenue for the first quarter of 2025 by approximately 29.35 million yuan, which could lead to a reduction in net profit attributable to shareholders by the same amount [3]. - For the first half of 2025, the company anticipates a net loss of between 5 million and 10 million yuan, compared to a profit of 25.79 million yuan in the same period last year, representing a decline of 119.39% to 138.78% [4]. - The net profit excluding non-recurring items is expected to be a loss of 8 million to 13 million yuan, down from a profit of 23.35 million yuan year-on-year, indicating a decrease of 134.27% to 155.69% [4]. Internal Control Assessment - Despite the ongoing investigation, the company previously reported no significant deficiencies in its internal controls for 2023 and 2024, asserting that it maintained effective financial reporting controls [5]. - The internal control evaluation reports from both the company and its sponsor indicated that there were no major deficiencies identified, and the governance structure was deemed sound [5]. Company Overview - Yuanlong Yatu, established in 1998 and listed on the Shenzhen Stock Exchange in June 2017, is recognized as a leading integrated marketing service provider in China, offering a range of services including gift products, digital marketing, and cultural creative products [6]. - As of July 11, the company's market capitalization stood at 5.423 billion yuan [6].
“礼赠品第一股”突曝重大内控缺陷!
中国基金报· 2025-07-12 09:27
Core Viewpoint - Yuanlong Yatu disclosed significant internal control issues, revealing that a sales employee is suspected of embezzlement, which may lead to distorted financial reports for multiple periods [2][3][5]. Summary by Sections Internal Control Issues - The company found that a sales employee forged customer seals and sales contracts to fabricate sales, illegally appropriating company assets [2][3]. - Yuanlong Yatu reported the case to the Beijing Public Security Bureau, which has initiated a criminal investigation and taken coercive measures against the suspect [2][3]. Financial Impact - The fraudulent activities are linked to sales revenues for the first quarter of 2023, 2024, and 2025, with specific amounts pending investigation [6]. - Preliminary findings indicate that the embezzlement may impact the company's first-quarter sales revenue for 2025 by approximately 29.35 million yuan, potentially reducing net profit attributable to shareholders by the same amount [6]. - The company forecasted a loss for the first half of 2025, with net profit expected to be between a loss of 5 million to 10 million yuan, compared to a profit of 25.79 million yuan in the same period last year [7]. Internal Control Evaluation - Despite the ongoing investigation, previous internal control evaluations from 2023 and 2024 reported no significant deficiencies in financial reporting controls [9]. - The company and its sponsor provided positive assessments of its internal control systems, stating that they complied with relevant laws and regulations [9]. Company Overview - Yuanlong Yatu, established in 1998, is a leading integrated marketing service provider in China, listed on the Shenzhen Stock Exchange since June 6, 2017 [10]. - The company offers comprehensive marketing services, including promotional gifts, digital marketing, and cultural creative products [10]. - As of July 11, the company's market capitalization was 5.423 billion yuan [11].
晶华微: 晶华微内部审计制度
Zheng Quan Zhi Xing· 2025-07-11 16:25
Core Viewpoint - The internal audit system of Hangzhou Jinghua Microelectronics Co., Ltd. aims to enhance and standardize internal audit work, improve audit quality, and protect investors' rights by adhering to relevant laws and regulations [1][2]. Group 1: Internal Audit Objectives - The internal audit is defined as an evaluation activity conducted by the internal audit department to assess the effectiveness of internal controls, risk management, and the authenticity and completeness of financial information [1][2]. - The internal control aims to ensure compliance with laws, improve operational efficiency, safeguard company assets, and ensure accurate and fair information disclosure [1][2]. Group 2: Internal Audit Structure and Personnel - The internal audit department (Internal Audit Department) is responsible for supervising business activities, risk management, internal controls, and financial information, reporting directly to the board of directors and the audit committee [2][3]. - The internal audit personnel must have backgrounds in auditing, accounting, economic law, or management, and the department should maintain independence from the finance department [2][3]. Group 3: Responsibilities and Authority - The audit committee supervises and evaluates the internal audit work, guiding the establishment and implementation of the internal audit system [3][4]. - The internal audit department is responsible for examining the integrity and effectiveness of internal control systems across all operational areas, including financial reporting and information disclosure [4][5]. Group 4: Audit Procedures - The internal audit department must develop an annual audit plan based on the company's specific situation and determine audit project priorities [6][7]. - After completing the audit, the internal audit department must compile a report and follow up on the implementation of audit recommendations [8][9]. Group 5: Internal Control Evaluation and Disclosure - The internal audit department is responsible for evaluating the effectiveness of internal controls and must report any significant deficiencies or risks to the audit committee [10][11]. - The company must disclose the internal control evaluation report alongside its annual report, including the auditor's opinion on the effectiveness of internal controls [10][11]. Group 6: Supervision and Management - The company should incorporate the effectiveness of the internal control system into performance evaluations for departments and subsidiaries, establishing accountability mechanisms for violations [12][13]. - Violations of the internal audit system by the internal audit personnel may lead to disciplinary actions or legal consequences [12][13].
高测股份: 内部审计管理制度
Zheng Quan Zhi Xing· 2025-07-11 16:17
Core Points - The company aims to strengthen its internal audit work to enhance internal control, improve management, and increase economic efficiency [1][2] - The internal audit is defined as an independent and objective evaluation of financial activities, internal controls, and risk management to promote governance and achieve company goals [1][2] - The board of directors is responsible for establishing and implementing effective internal control systems and ensuring the accuracy of related disclosures [2][3] Internal Audit Structure - An audit committee is established under the board of directors, consisting of at least three directors who are not senior management, with a majority being independent directors [2][3] - The audit department is responsible for supervising business activities, risk management, and financial information, reporting directly to the audit committee [3][4] - Internal audit personnel must maintain independence and possess relevant professional knowledge, ensuring they do not engage in decision-making for the audited entities [3][4] Audit Responsibilities - The audit committee is tasked with reviewing financial information, supervising internal and external audits, and evaluating internal controls [4][5] - The audit department is responsible for assessing the integrity and effectiveness of internal control systems across the company and its subsidiaries [5][6] - Internal audit reports must be submitted to the audit committee at least quarterly, detailing audit findings and issues [5][6] Audit Process - The internal audit process includes planning, preparation, implementation, and reporting, with a focus on obtaining sufficient and relevant audit evidence [7][8] - Audit reports should include an overview, findings, conclusions, and recommendations, with management required to respond to findings and set deadlines for corrective actions [8][9] - The audit department must follow up on identified internal control deficiencies and ensure corrective measures are implemented [9][10] Internal Control Evaluation - The internal audit institution is responsible for organizing and implementing internal control evaluations, with annual reports required to disclose the effectiveness of internal controls [10][11] - The company must disclose any significant internal control deficiencies or risks to regulatory authorities and the public [9][10] Rewards and Penalties - Internal audit personnel who make significant contributions should be recognized and rewarded [10][11] - The company will take corrective actions against personnel who fail to comply with audit regulations or obstruct audit processes [11][12]
精工钢构: 精工钢构内部审计管理制度
Zheng Quan Zhi Xing· 2025-07-11 16:13
General Principles - The internal audit system of Changjiang Jinggong Steel Structure Group Co., Ltd. aims to standardize internal audit work, improve quality, and protect investors' rights based on relevant laws and regulations [1][2] - The internal audit applies to all business processes related to financial reporting and information disclosure across internal departments, subsidiaries, and significant equity investees [1][2] Internal Audit Organization and Personnel - The company has established an Audit Department responsible for internal audits, which operates independently under the dual leadership of the General Manager and the Board of Directors [2][3] - The Audit Department must maintain independence and is not to be under the financial department's leadership [2][3] Responsibilities and Authority of the Internal Audit - The Audit Department is responsible for evaluating the completeness, rationality, and effectiveness of internal control systems across the company and its subsidiaries [3][4] - The department must report to the Audit Committee at least quarterly and submit an annual internal audit report [3][4] Internal Audit Procedures - The internal audit process includes determining annual audit priorities, notifying audited entities, and compiling audit reports that detail findings and recommendations [6][7] - The Audit Department must conduct checks on significant events such as fundraising, related transactions, and major financial activities [3][4][5] Evaluation of Internal Control - The Audit Department evaluates the establishment and implementation of internal control systems related to financial reporting, focusing on areas like external investments and asset transactions [7][10] - Any identified internal control deficiencies must be addressed with corrective measures and follow-up reviews [7][10] Incentives and Accountability - The company has established a mechanism for incentives and accountability for the Audit Department, ensuring performance evaluation and addressing significant issues as necessary [11]
安通控股: 内部审计制度
Zheng Quan Zhi Xing· 2025-07-11 15:18
Core Viewpoint - The company establishes a comprehensive internal audit system to enhance governance, ensure compliance, and protect investor rights through independent and objective evaluations of its operations and internal controls [1][2][3]. Group 1: Internal Audit Definition and Principles - Internal audit is defined as an independent and objective confirmation and consulting activity aimed at evaluating the appropriateness and effectiveness of the organization's business activities, internal controls, and risk management [2]. - The internal audit must adhere to principles of independence, objectivity, and fairness to ensure its work is legal, reasonable, and effective [4]. Group 2: Responsibilities and Authority of Internal Audit - The internal audit department is responsible for evaluating the completeness and effectiveness of internal control systems across the company and its subsidiaries [5]. - The department must report significant issues directly to the audit committee and is required to submit quarterly reports on audit plans and findings [5][6]. - Internal audit has the authority to request relevant documents and data from audited units and to participate in meetings related to audit matters [11]. Group 3: Internal Audit Process - The internal audit process includes planning, notifying the audited parties, conducting the audit, and reporting findings [12]. - After each audit project, the internal audit department must compile and archive relevant materials, ensuring confidentiality and compliance with legal retention periods [13]. Group 4: Information Disclosure and Evaluation - The company is required to disclose its internal control self-evaluation report and the auditor's report on the effectiveness of internal controls annually [14]. - If the auditor issues a non-unqualified opinion on internal control effectiveness, the board must provide a special explanation regarding the matter [14]. Group 5: Rewards and Penalties - Internal audit personnel who demonstrate significant contributions or identify major risks may be recommended for rewards by the internal audit institution [16]. - Conversely, violations of the internal audit regulations can lead to disciplinary actions, including recommendations for penalties or criminal prosecution if warranted [16][19].