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科力装备: 内部审计制度
Zheng Quan Zhi Xing· 2025-06-13 08:20
河北科力汽车装备股份有限公司 内部审计制度 河北科力汽车装备股份有限公司 第一章 总则 第一条 为了规范河北科力汽车装备股份有限公司(以下简称"公司")内 部审计工作,提高内部审计工作质量,实现公司内审计工作规范化、标准化,发 挥内部审计工作在促进公司经济管理、提高经济效益中的作用,依照《中华人民 共和国审计法》 《审计署关于内部审计工作的规定》及《河北科力汽车装备股份有 限公司章程》 (以下简称"《公司章程》")的相关规定,结合公司的实际情况,特 制定本制度。 (二)遵循企业的发展战略; (三)提高公司经营的效率和效果; (四)确保财务报告及管理信息的真实、可靠和完整; (五)保障资产的安全和完整。 第五条 公司董事会应对内部控制制度的建立健全和有效实施负责,重要 的内部控制制度应经股东会或董事会审议通过。 河北科力汽车装备股份有限公司 内部审计制度 第二条 本制度适用于公司各内部机构、控股子公司以及对公司具有重大 影响的参股公司的与财务报告相关的所有业务环节所进行的内部审计工作。 第三条 本制度所称内部审计,是指公司审计部依据国家有关法律法规和 本制度的规定,对公司各内部机构、控股子公司以及对公司具有重大 ...
ST长园回复上交所问询“留白”:五类提问仅答其二,资金占用、转亏、内控缺陷待解
Mei Ri Jing Ji Xin Wen· 2025-06-13 02:40
Core Viewpoint - ST Changyuan has disclosed its response to the Shanghai Stock Exchange's inquiry letter, addressing only two out of five major issues, while deferring responses on significant matters such as non-operating fund occupation by related parties, operating performance, and audit opinions due to the complexity of the issues involved [1][2][3]. Group 1: Financial Performance - In 2024, ST Changyuan reported a revenue of 7.874 billion yuan, a year-on-year decrease of 7.22%, and a net loss attributable to shareholders of 978 million yuan, marking a shift from profit to loss primarily due to a significant decline in the profitability of its main business and large goodwill impairment [2][3]. - The company’s accounts receivable at the end of the reporting period amounted to 3.515 billion yuan, with a provision for bad debts of 570 million yuan, including 233 million yuan for specific accounts [4]. Group 2: Related Party Transactions - The chairman of ST Changyuan, Wu Qiquan, controls Zhuhai Yuntaili Holdings Development Co., Ltd., which has occupied company funds through third parties, with balances of 294 million yuan and 264 million yuan at the end of 2023 and 2024, respectively [2][3]. Group 3: Audit Opinions - Due to the non-operating fund occupation by related parties, the financial report for 2024 received a qualified audit opinion, and the internal control report received a negative opinion [3]. Group 4: Accounts Receivable Financing - The accounts receivable financing balance at the end of 2024 was 492 million yuan, a year-on-year increase of 117.51%, primarily due to accounts receivable notes [4]. - The company reported a prepayment balance of 307 million yuan at the end of 2024, a year-on-year increase of 141.16%, mainly due to new prepayments for materials related to renewable energy projects [4][5].
中策橡胶: 2024年年度股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-11 12:14
Meeting Overview - The annual general meeting of Zhongce Rubber Group Co., Ltd. is organized to protect the rights of shareholders and ensure compliance with relevant regulations [1][2] - Shareholders and their representatives must register and present identification documents before the meeting starts [2][3] - The meeting will follow a predetermined agenda, allowing shareholders to exercise their rights to speak, inquire, and vote [2][3] Voting Process - Voting will be conducted through both on-site and online methods, with specific time slots designated for each [4] - Shareholders must express their opinions on the proposals by indicating agreement, disagreement, or abstention [3][4] - The results of the voting will be announced after counting both on-site and online votes [4][5] Financial Performance - For the fiscal year ending December 31, 2024, the company reported a total revenue of approximately CNY 39.25 billion and a net profit of about CNY 3.79 billion [5] - The proposed cash dividend for 2024 is CNY 1.14 billion, representing a distribution ratio of approximately 30.0% of the net profit [5] Auditor Appointment - The company proposes to reappoint Tianjian Certified Public Accountants as the auditor for the 2025 fiscal year [6] - Tianjian has a solid track record with a total revenue of CNY 2.563 billion from auditing services in the previous year [6] - The firm has faced some legal challenges but has complied with all judgments and maintains sufficient professional liability coverage [6] Related Party Transactions - The company has outlined expected related party transactions for 2025, estimating a total of CNY 567 million, with specific amounts allocated to various partners [7][8] - The anticipated transactions include purchases and sales of goods and services, with a focus on maintaining fair pricing based on market conditions [9][10]
金橙子: 《董事会审计委员会工作细则》
Zheng Quan Zhi Xing· 2025-06-11 10:28
Core Points - The article outlines the operational guidelines for the Audit Committee of Beijing Jinchengzi Technology Co., Ltd, emphasizing the importance of effective supervision and internal control [2][3]. Group 1: Committee Structure and Responsibilities - The Audit Committee is a specialized committee under the Board of Directors, responsible for overseeing external and internal audits, ensuring compliance with laws and regulations, and enhancing corporate governance [2][3]. - The committee consists of three directors, with a majority being independent directors, and at least one member must be a professional accountant [2][3][4]. - The committee is tasked with reviewing financial reports, ensuring their authenticity and completeness, and addressing any significant accounting issues or potential fraud [3][4]. Group 2: Meeting Procedures - The Audit Committee must hold at least one meeting per quarter, with additional meetings called as necessary [5][6]. - A quorum requires the presence of two-thirds of the committee members, and decisions are made by a majority vote [7]. - Meeting records must be maintained, and confidentiality regarding discussed matters is mandatory for all members [7][8]. Group 3: Training and Evaluation - The company is responsible for providing necessary training to committee members to ensure they are equipped with relevant legal, accounting, and regulatory knowledge [2][3]. - The Board of Directors is required to regularly evaluate the independence and performance of the Audit Committee members [2][3]. Group 4: Authority and Reporting - The Audit Committee has the authority to recommend the hiring or replacement of external auditors and to review their fees and terms of engagement [3][4]. - The committee must report its findings and recommendations to the Board of Directors, ensuring transparency and accountability [3][4].
北方导航: 北方导航董事会审计委员会实施细则
Zheng Quan Zhi Xing· 2025-06-10 11:49
北方导航控制技术股份有限公司 董事会审计委员会实施细则 (2025 年 6 月) 第一章 总则 第一条为强化董事会决策功能,做到事前审计、专业审 计,确保董事会对经理层的有效监督,完善公司治理结构, 加强内控和法律合规体系建设,有效防范和化解风险。根据 《中华人民共和国公司法》《上市公司治理准则》《上市公 司章程指引》《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设立的专门工作机 构,向董事会负责并报告工作,行使《公司法》规定的监 事会的职权,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。 第二章 人员组成 第三条审计委员会成员由三至七名不在公司担任高级 管理人员的董事组成,其中独立董事应过半数,委员中至少 有一名独立董事为专业会计人士。 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提名,并由董事会选举产生。 第五条审计委员会设主任委员(召集人)一名,由独 立董事委员中会计专业人士担任,负责主持委员会工作。 主任委员在委员内选举,并报请 ...
内控存重大缺陷,总经理被立案调查,田野股份进入多事之秋
Xin Jing Bao· 2025-06-10 09:17
Core Viewpoint - Tianye Innovation Co., Ltd. faces significant internal control deficiencies and potential delisting risk after only two years of listing on the Beijing Stock Exchange, with its general manager under investigation for suspected insider trading [1][10] Company Overview - Tianye Innovation specializes in tropical fruit and vegetable raw material products, including raw juice, frozen fruits and vegetables, and fresh fruits, with raw juice as its core product [1] - The company has experienced rapid growth in the past but has seen a significant decline in profitability since its listing in 2023 [1][8] Financial Performance - In 2023, Tianye reported revenue of 460 million yuan, a year-on-year decrease of 2.33%, and a net profit of 33.38 million yuan, down 37.69% [8] - For 2024, revenue increased to 494 million yuan, a growth of 7.34%, but net profit plummeted to 9.65 million yuan, a decline of 71.07% [9] Internal Control Issues - The company received a negative audit opinion from Zhongxinghua Accounting Firm regarding its 2024 financial report, indicating serious internal control deficiencies [2][4] - A self-assessment revealed significant internal control issues, leading to adjustments in financial statements, including a reduction in main business income by 1.35 million yuan and an increase in main business costs by 1.64 million yuan [3][5] Competitive Landscape - The new tea beverage industry is becoming increasingly competitive, with many brands building their own supply chains, putting pressure on Tianye's performance [8] - Major competitors in the juice processing industry include Guotou Zhonglu and Andeli, which pose strong competition to Tianye [8] Management and Governance - The company has initiated internal control rectification measures and hired external consultants to improve its internal control systems [7] - The general manager, Shan Dan, is under investigation for suspected insider trading, which has raised concerns about corporate governance [10]
3.1亿投资纠纷曝光隐秘协议,皇氏集团信披瑕疵酿苦果?
Sou Hu Cai Jing· 2025-06-10 06:41
Core Viewpoint - The legal dispute between Huangshi Group and Dongyue Wealth Fund regarding a partnership agreement has highlighted the risks associated with capital market betting agreements and the strategic missteps of the leading water buffalo milk company during its diversification efforts [1][6]. Group 1: Partnership Agreement and Legal Dispute - The partnership agreement was signed on November 11, 2019, with Dongyue Wealth Fund investing 310 million yuan, representing 50.74% of the capital, while Huangshi Group contributed 300 million yuan, accounting for 49.1% [2]. - A supplementary agreement included key clauses ensuring a minimum annual return of 6.5% on the investment for Dongyue Wealth Fund, with Huangshi Group responsible for covering any shortfall [2]. - The failure to disclose critical terms of the supplementary agreement led to a lawsuit in November 2023, as Huangshi Group had not paid the agreed returns for three consecutive years [2][3]. Group 2: Company Performance and Strategic Challenges - Huangshi Group has faced significant financial challenges, with a cumulative loss exceeding 1.4 billion yuan since 2020, and a 231.9% year-on-year increase in net profit loss for 2024 [6][7]. - The company's diversification into unrelated sectors, such as film, education, and solar energy, has resulted in resource misallocation and increased management costs, further straining its financial position [7]. - The company's liquidity ratio stands at 0.83, indicating potential difficulties in meeting short-term liabilities, with interest-bearing debt rising to 2.295 billion yuan, while cash reserves are only 381 million yuan [7]. Group 3: Market Reaction and Future Implications - Following the lawsuit disclosure, Huangshi Group's stock price has dropped over 40%, severely impacting investor confidence and complicating future capital-raising efforts [8]. - The ongoing legal proceedings may lead to increased asset-liability ratios if the court enforces joint liability, raising concerns about the company's financial stability [8].
威海广泰: 内部审计制度
Zheng Quan Zhi Xing· 2025-06-10 04:17
第二条 本制度所称被审计对象,特指公司各内部机构、控股子公司及对公 司具有重大影响的参股公司。 第三条 本制度所称内部审计,是指由公司内部审计机构或者人员,对公司 内部控制和风险管理的有效性、财务信息的真实性和完整性以及经营活动的效率 和效果等开展的一种评价活动。 具体包括监督被审计对象的内部控制制度运行情况,检查被审计对象会计账 目及相关资产及企业经营状况,监督被审计对象预决算执行和财务收支,评价重 大经济活动的效益等行为。 第四条 本制度所称内部控制制度,是指公司董事会、高级管理人员及其他 有关人员为实现下列目标而提供合理保证的过程: 威海广泰空港设备股份有限公司 第一章 总则 第一条 为规范并保障威海广泰空港设备股份有限公司(以下简称"公司")内 部审计监督,提高审计工作质量,实现内部审计经常化、制度化,发挥内部审计 工作在加强内部控制管理、促进企业经济管理、提高经济效益中的作用,根据《中 华人民共和国审计法》、《审计署关于内部审计工作的规定》、《中国内部审计 准则》、《深圳证券交易所上市公司自律监管指引第1号——主板上市公司规范运 作》等法律法规、规范性文件和《公司章程》的有关规定,结合公司实际情况, ...
威易发IPO:85个会计科目差错更正 管理层资金占用现象频出
Xi Niu Cai Jing· 2025-06-09 07:35
Core Viewpoint - The recent update on the IPO review status of Wuxi Weiyi Precision Machinery Co., Ltd. has raised concerns in the market due to numerous internal control deficiencies, including 85 accounting errors and frequent management fund misappropriations, which may introduce uncertainties to its IPO journey [2][4]. Financial Performance - Founded in 2008, Weiyi specializes in the R&D, production, and sales of metal sealing components, primarily used in turbochargers, hydrogen fuel cell air compressors, electric centrifugal compressors, gas turbines, and industrial valves [4]. - According to Wind data, Weiyi's revenue is projected to grow from 52 million yuan in 2022 to 134 million yuan in 2024, with a year-on-year growth rate of 65.40% in 2023; net profit is expected to increase from 28 million yuan to 66 million yuan, reflecting a compound annual growth rate of 46.67% [4]. - The peak net profit margin is close to 50%, comparable to Kweichow Moutai [4]. Accounting Issues - The company has made 85 corrections to accounting subjects due to various errors, including retrospective adjustments for financial asset classifications and cross-period income adjustments, affecting financial reports from 2021 to 2023 [4][5]. - Specifically, the revenue for 2021 and 2022 was adjusted downwards by 277,100 yuan and 995,100 yuan, respectively, while cross-period income for the same years was adjusted downwards by 995,100 yuan and 277,100 yuan [4]. Internal Control Deficiencies - The numerous accounting errors indicate significant lapses in Weiyi's accounting practices and suggest weaknesses in its internal controls [5]. - Management has also been involved in frequent fund misappropriations, with the actual controllers borrowing over 4 million yuan from 2020 to 2022 for personal use and tax payments [6]. - Despite these issues, the company has distributed dividends totaling 34 million yuan across three occasions from 2022 to 2024 [6]. Future Outlook - The ability of Weiyi to overcome its historical internal control deficiencies and successfully navigate the IPO process remains a point of ongoing interest [6].
交易中断近7.5小时!华金期货信息安全存重大漏洞
Zhong Guo Zheng Quan Bao· 2025-06-06 21:00
Core Viewpoint - The incident involving Huajin Futures highlights significant vulnerabilities in its information security management and emergency response mechanisms, as evidenced by a prolonged system outage lasting 7 hours and 26 minutes, which raised concerns about the company's operational resilience and compliance with regulatory standards [1][2][3]. Group 1: Incident Details - On March 10, 2025, Huajin Futures experienced a software failure that prevented clients from logging into the trading system, leading to substantial risks of financial loss due to the nature of the futures market [1][2]. - The outage lasted for 7 hours and 26 minutes, which is unusually long for such incidents, prompting questions about the company's IT capabilities and emergency response [2][3]. - Regulatory investigations revealed that Huajin Futures failed to adequately protect the incident scene and related evidence during the emergency response, complicating the determination of the incident's root cause [3][4]. Group 2: Industry Implications - The incident reflects broader issues within the futures industry, where many firms face challenges related to IT resource constraints and reliance on external vendors for system maintenance, which can delay response times during critical failures [2][4]. - There is a notable lack of unified data security standards and effective management practices across the industry, leading to increased risks in data security operations [4][5]. - The frequency of regulatory penalties related to internal control failures and information security incidents suggests systemic weaknesses in compliance and risk management practices within the sector [5][6]. Group 3: Regulatory Actions - Huajin Futures has received multiple regulatory penalties in recent years, indicating persistent internal control deficiencies and inadequate compliance with industry regulations [5][6]. - The company was previously penalized for issues related to staff performance and management of third-party relationships, underscoring ongoing challenges in operational oversight [5][6]. - The recent penalties highlight the need for enhanced internal controls and compliance measures to prevent future incidents and protect client interests [6][7].