General Principles - The internal audit system aims to enhance the quality of internal audit work, prevent and control company risks, and protect investors' rights [1][2] - Internal audit is defined as an independent and objective confirmation and consulting activity that evaluates the appropriateness and effectiveness of business activities, internal controls, and risk management [1][2] Internal Audit Organization and Personnel - The company establishes an audit committee under the board of directors, composed of directors who are not senior management, with a majority being independent directors [6] - The internal audit department is responsible for daily audit work and must report significant issues directly to the audit committee [7][8] - The internal audit personnel must possess relevant theoretical knowledge and professional capabilities in auditing, accounting, and financial management [4][5] Responsibilities and Authority - The audit committee guides and supervises the internal audit department, reviews the annual internal audit work plan, and reports to the board on audit progress and significant issues [5][6] - The internal audit department is responsible for evaluating the effectiveness of internal control systems and auditing financial and economic activities for legality and compliance [5][6] Internal Audit Work Procedures - The internal audit department determines audit projects based on the company's specific situation and annual audit plan [20] - Audit notifications must be sent to the audited parties three days prior to the audit, requiring them to prepare necessary materials [21] - The internal audit team must document audit evidence clearly and completely in work papers [32] Implementation of Internal Audit Work - The internal audit department submits the next year's audit work plan and the previous year's audit report to the audit committee within two months after the end of each accounting year [29] - The internal audit department must conduct quarterly audits of the use of raised funds and report on their authenticity and compliance [36] - Any significant internal control deficiencies discovered during audits must be reported to the audit committee promptly [38] Rewards and Penalties - The company rewards departments and individuals who achieve significant results in executing the internal audit system [44] - Violations of the internal audit system may lead to internal penalties or economic sanctions, depending on the severity of the actions [45][46] Supplementary Provisions - The internal audit system becomes effective upon approval by the board of directors [47] - Any matters not covered by this system will be executed according to relevant national laws and regulations [48]

Core Viewpoint - The company, Shandong Xinhua Jin International Co., Ltd., has received an inquiry letter from the Shanghai Stock Exchange regarding its 2024 annual report, specifically addressing the issue of non-operating fund occupation and internal control deficiencies [1]. Group 1: Non-operating Fund Occupation - In 2024, the total amount of non-operating fund occupation was 1,582.145 million yuan, with interest amounting to 11.5069 million yuan, and a year-end balance of 16.6369 million yuan, which accounted for 1.38% of the latest audited net assets [1]. - For the period from January to April 2025, the non-operating fund occupation amounted to 385.4879 million yuan, with interest of 3.7526 million yuan, and all occupied funds and interest have been repaid by the end of the period [1][5]. - The company’s financial report for 2024 received a standard unqualified audit opinion, but the internal control audit opinion included an emphasis on the aforementioned fund occupation and deficiencies in decision-making and information disclosure processes [1][5]. Group 2: Specific Situations of Fund Occupation - The company provided detailed information on the specific situations of fund occupation, including the flow of funds, responsible parties, and decision-making processes [2][5]. - A table was presented detailing the amounts and parties involved in the fund occupation, with significant amounts flowing through various accounts and entities, indicating a complex network of transactions [3][4]. - The company acknowledged that the non-operating fund occupation did not strictly follow the established approval processes, with the chairman being identified as responsible for the related issues [5]. Group 3: Internal Control and Fund Management - The company has established a comprehensive internal control system regarding fund management, which includes clear approval processes for external payments that require the approval of the financial director, president, and chairman [5]. - The company has conducted a thorough self-examination to enhance the effectiveness of its internal controls, particularly concerning fund payments, and has implemented stricter approval procedures to prevent future occurrences of non-operating fund occupation [5]. - The company disclosed its cash and bank deposit situation as of the end of 2024, with a total cash balance of 61,964.09 million yuan and various accounts with different interest rates, indicating a diversified fund management strategy [6].

Core Points - The establishment of the Audit Committee aims to enhance the decision-making function of the board of directors and ensure effective supervision of financial and operational activities [1][2] - The Audit Committee consists of three directors, including two independent directors, with at least one being a professional accountant [4][5] - The committee is responsible for overseeing internal and external audits, ensuring the accuracy of financial reports, and evaluating internal controls [11][12] Group 1: Committee Structure - The Audit Committee is chaired by an independent director with accounting expertise, elected by committee members [2][3] - The committee's term aligns with that of the board of directors, and members must be diligent in their oversight responsibilities [6][7] - The committee can hire external advisors for professional opinions, with costs covered by the company [10][11] Group 2: Responsibilities and Powers - 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 [3][4] - It is tasked with reviewing financial information, assessing internal controls, and evaluating the performance of external auditors [5][6] - The committee must report any significant deficiencies in internal controls to the Shenzhen Stock Exchange [5][6] Group 3: Meeting Procedures - The Audit Committee must meet at least quarterly, with special meetings called as necessary [8][9] - A quorum requires the presence of at least two-thirds of the members, and decisions are made by majority vote [9][10] - Meeting records must be maintained for ten years, detailing attendance, agenda, and resolutions [10][11]

证券代码：600190/900952 股票简称：*ST 锦港/*ST 锦港 B 会议资料 二〇二五年六月二十六日 锦州港股份有限公司 一、现场会议召开时间、地点 （一）召开的日期时间：2025 年 6 月 26 日 15 点 00 分 （二）召开地点：公司会议室 （三）会议召集人：公司董事会 二、网络投票的系统、起止时间和投票时间 （一）网络投票系统：上海证券交易所股东大会网络投票系 统 （二）网络投票起止时间：自 2025 年 6 月 26 日 至 2025 年 6 月 26 日 （三）投票时间：采用上海证券交易所网络投票系统，通过 交易系统投票平台的投票时间为股东大会召开当日的交易时间 段，即 9:15-9:25,9:30-11:30，13:00-15:00；通过互联网投票 平台的投票时间为股东大会召开当日的 9:15-15:00。 三、参加人 （一）截至股权登记日下午15时交易结束，在中国证券登记 结算有限责任公司上海分公司登记在册的本公司全体股东，在履 行必要的登记手续后，均有权出席公司2024年年度股东大会。因 故不能出席的股东可委托代理人出席。 （二）公司董事、监事及高级管理人员，律师事务所见证律 ...

Core Viewpoint - The 2024 Annual General Meeting of Fujian Furi Electronics Co., Ltd. is scheduled for June 27, 2025, where various reports and proposals will be presented for shareholder approval, reflecting the company's operational performance and future strategies [1][2][3]. Meeting Details - The meeting will take place at 14:45 on June 27, 2025, at the Zhengxiang Business Center in Fuzhou [1]. - Shareholders can participate through both on-site and online voting, with specific time slots designated for each method [1][3]. - The record date for shareholders entitled to attend the meeting is June 23, 2025 [1]. Agenda Items - The agenda includes the presentation of the 2024 Annual Report, Board of Directors' Work Report, Supervisory Committee's Work Report, Financial Settlement Report, and proposals regarding profit distribution and executive compensation [2][4][5]. Financial Performance - In 2024, the company achieved a revenue of 10.64 billion yuan, with a net profit of -396.75 million yuan, indicating a challenging financial year [5][26]. - The company's total assets amounted to approximately 7.74 billion yuan, with total liabilities of about 6 billion yuan, resulting in an asset-liability ratio of 77.62% [26][27]. - The company reported a significant decline in net profit compared to the previous year, with a decrease of 118.84 million yuan [27]. Strategic Focus - The company aims to enhance its core business in the mobile ODM industry while expanding its product matrix and improving management practices [5][6]. - The smart terminal segment showed a revenue growth of 17.39% year-on-year, indicating a positive trend in this area [6]. Governance and Oversight - The Board of Directors held 14 meetings in 2024, focusing on strategic decision-making and compliance with legal regulations [14][15]. - The Supervisory Committee conducted seven meetings to oversee financial activities, ensuring compliance and risk management [20][21]. Future Plans - The company plans to continue strengthening its governance structure, enhance investor relations, and optimize information disclosure practices in 2025 [17][18]. - The proposed profit distribution plan includes a cash dividend of 0.2 yuan per share, totaling approximately 11.86 million yuan [28].

Core Points - The company has established an internal audit system to enhance the quality of internal audits and protect investors' rights [1][2] - The internal audit is aimed at evaluating the effectiveness of internal controls, risk management, and the accuracy of financial information [1][3] - The internal audit department operates independently under the guidance of the board's audit committee [2][6] Internal Audit Organization and Personnel - The internal audit department is responsible for conducting audits and reports directly to the board's audit committee [2][6] - Internal auditors must possess necessary auditing knowledge and relevant experience in finance and management [2][8] - The independence of the internal audit department is emphasized, ensuring it is not under the financial department's leadership [2][9] Responsibilities and Authority of Internal Audit - The internal audit department is tasked with evaluating the completeness and effectiveness of internal control systems across the company and its subsidiaries [4][17] - Auditors have the authority to request necessary documents and attend relevant meetings to fulfill their duties [5][18] - The internal audit department must report any significant risks or control weaknesses to the audit committee [5][18] Audit Procedures and Focus Areas - Internal audits should cover all business activities related to financial reporting and information disclosure [7][22] - The internal audit department is required to conduct quarterly checks on cash management controls and report any anomalies [6][19] - Audits of significant transactions, such as investments and asset purchases, must be conducted promptly to ensure compliance with regulations [9][30] Information Disclosure and Reporting - The audit committee must issue an annual self-evaluation report on internal controls based on the internal audit department's findings [12][36] - The internal audit department is responsible for maintaining confidentiality regarding sensitive information encountered during audits [3][11] Supervision and Accountability - The company has established a mechanism for evaluating the performance of internal auditors and rewarding compliance with financial regulations [14][44] - Violations of the internal audit procedures can lead to disciplinary actions against responsible individuals [14][46]

Core Viewpoint - The 2024 Annual General Meeting of Tianjin Bohai Chemical Co., Ltd. will be held on June 24, 2025, with a focus on reviewing the company's annual report and financial performance, as well as discussing various proposals related to corporate governance and financial management [1][2]. Financial Performance - The company's operating revenue for 2024 was approximately 4.78 billion yuan, an increase of 48.31% compared to 2023 [2]. - The net profit attributable to shareholders was a loss of approximately 632.14 million yuan, compared to a loss of 521.01 million yuan in 2023 [2]. - The net cash flow from operating activities was approximately 43.34 million yuan, a significant improvement from a negative cash flow of 310.78 million yuan in the previous year [2]. - The total assets decreased by 8.75% to approximately 3.90 billion yuan, while the net assets attributable to shareholders decreased by 26.30% to approximately 1.76 billion yuan [2]. Board of Directors' Activities - The Board of Directors held eight meetings during the reporting period, focusing on various operational and financial matters, including the approval of the 2024 annual report and financial budget [3][4]. - The board emphasized compliance with legal regulations and corporate governance standards, ensuring that all decisions were made transparently and in the best interest of shareholders [5][6]. Supervisory Board's Role - The Supervisory Board conducted oversight of the company's operations, ensuring compliance with laws and regulations, and protecting shareholder interests [9][10]. - The board reviewed the company's financial reports and internal controls, confirming that the financial statements accurately reflected the company's financial position [14][15]. Future Plans - The company plans to enhance operational efficiency and seek innovative development opportunities in 2025, aiming for sustainable growth and improved shareholder returns [8][20].

董事会审计委员会议事规则 洛阳建龙微纳新材料股份有限公司 第三条 审计委员会成员由三名董事组成，为不在公司担任高级管理人员的董事， 其中独立董事两名，委员中至少有一名独立董事为会计专业人士（会计专业人士是指 具有高级职称或注册会计师资格的人士）。 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 一以上提名，并由董事会选举产生。选举委员的提案获得通过后，新任委员在董事会 会议结束后立即就任。 第五条 审计委员会设召集人一名，由会计专业的独立董事担任，负责主持委员会 工作；召集人由董事会任免。 第六条 审计委员会任期与每一届董事会任期一致，委员任期届满，连选可以连任， 但独立董事连续任职不得超过六年。期间如有委员不再担任公司董事职务，自动失去 委员资格，并根据上述第三至第五条规定由董事会予以补选。 第七条 董事任期届满未及时改选，在改选出的董事就任前，原作为审计委员会委 员的董事仍应当依照法律、行政法规、部门规章、《公司章程》和本规则的规定履行 职务。 第一章 总则 第一条 为强化洛阳建龙微纳新材料股份有限公司（以下简称"公司"）董事会决策 功能，做到事前审计、专业审计，确保董事会对经营 ...

*ST 凌云 B 2024 年年度股东大会会议资料 —— 报告人：于爱新 上海凌云实业发展股份有限公司 上海凌云实业发展股份有限公司 会议资料 *ST 凌云 B 2024 年年度股东大会会议资料 上海凌云实业发展股份有限公司 一、会议时间 现场会议时间：2025 年 6 月 25 日下午 14:00 点 网络投票时间：采用上海证券交易所网络投票系统，网络投票时间为 2025 年 6 月 25 《董事会 议事规则》等制度规定，本着对全体股东认真负责的态度，积极有效地行使职权， 恪尽职守，勤勉尽责地开展董事会各项工作。现将 2024 年工作情况汇报如下： 日，通过交易系统投票平台的投票时间为股东大会召开当日的交易时间段，即 9:15-9:25， 二、现场会议地点 广州市御泉大道 288 号卓思道温泉度假酒店会议室 三、会议召开方式 现场投票与网络投票相结合的方式。详见 2025 年 6 月 5 日《上海证券报》和上海证券 交易所网站（www.sse.com.cn）《关于召开 2024 年年度股东大会的通知》。 四、现场会议出席人员 主持人：董事长于爱新先生 会议见证律师：上海上正恒泰律师事务所律师 会议出席人员： ...

General Provisions - The company establishes an Audit Committee to enhance the decision-making function of the Board of Directors, ensuring effective supervision of the management team and improving corporate governance structure [1][2] - The Audit Committee is responsible for communication, supervision, and verification of internal and external audits, reporting directly to the Board of Directors [1][2] Composition of the Committee - The Audit Committee consists of three directors, with at least two being independent directors and one being a professional in accounting [5][6] - The committee members are nominated by the Chairman or a majority of independent directors and elected by the Board [5][6] Responsibilities and Authority - The Audit Committee is tasked with reviewing financial information, supervising internal and external audits, and ensuring the integrity of financial reporting [5][6] - The committee must meet at least quarterly and can convene additional meetings as necessary [5][15] - It is responsible for evaluating the work of external auditors and internal audit departments, and for coordinating communication between management and auditors [5][6] Meeting Procedures - The Audit Committee meetings can be held in person or via remote communication, with a minimum attendance of two-thirds of members required for valid proceedings [15][16] - Meeting notifications must be sent out in advance, detailing the agenda and relevant materials [16][19] Voting and Decision-Making - Decisions made during meetings require a majority vote from the members present, and members with conflicts of interest must abstain from voting [22][24] - The committee's resolutions and voting results must be documented and reported to the Board [28][29] Implementation and Amendments - The implementation rules for the Audit Committee take effect upon approval by the Board of Directors, and any amendments must comply with national laws and the company's articles of association [30][31][15]