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*ST通脉: 中兴华会计师事务所(特殊普通合伙)关于中通国脉通信股份有限公司2024年年度报告的信息披露监管工作函的专项说明-中兴华报字(2025)第010573号
Zheng Quan Zhi Xing· 2025-06-23 11:30
Core Viewpoint - Zhongtong Guomai Communication Co., Ltd. has successfully completed its bankruptcy reorganization in 2024, which has improved the efficiency of confirmation procedures for major financial items, leading to a significant increase in the response rate for confirmations of accounts receivable, inventory, and revenue [1][4]. Financial Performance - The company reported accounts receivable of approximately 602.82 million yuan, revenue of about 306.18 million yuan, and inventory of around 378.90 million yuan for the previous year [3]. - For 2024, the reported figures increased to approximately 793.81 million yuan in accounts receivable, 355.43 million yuan in revenue, and 242.22 million yuan in inventory [5]. Confirmation Procedures - In 2023, the confirmation amounts for accounts receivable were approximately 503.69 million yuan, with a response rate of 83.56%, while the response rate for revenue confirmations was 88.72% [3]. - In 2024, the confirmation amounts increased to about 688.02 million yuan for accounts receivable, with a response rate of 86.67%, and 92.09% for revenue confirmations [5]. Audit Procedures - The audit procedures included detailed testing of accounts receivable, inventory, and revenue, with significant portions of the amounts confirmed through contracts, invoices, and acceptance documents [1][5]. - The audit team spent approximately four months on-site, involving over 20 personnel [1]. Adjustments and Corrections - The company made retrospective adjustments to its financial statements for the years 2017 to 2023, correcting errors related to accounts receivable, inventory, accounts payable, revenue, and net profit [1][4]. - Specific measures were taken to improve the collection of overdue accounts, including the establishment of a special collection team and regular reconciliation with clients [12][13].
华菱精工: 2024年年度股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-23 10:20
Core Viewpoint - The company reported a significant decline in revenue and incurred losses in 2024, primarily due to industry slowdown, reduced market orders, intensified competition, and impairment of goodwill from acquisitions [3][21][24]. Group 1: Company Financial Performance - In 2024, the company achieved operating revenue of 1.121 billion yuan, a decrease of 27.8% compared to the previous year [3][21]. - The company recorded a net loss of 158 million yuan, attributed to decreased revenue, lower gross margins, and impairment losses on goodwill and fixed assets [3][21][24]. - The gross profit margin declined due to falling product prices and reduced sales orders [21][24]. Group 2: Operational Highlights - The board of directors conducted regular meetings and adhered to legal regulations, ensuring effective governance and decision-making [3][5]. - The company implemented a share repurchase plan, acquiring shares worth 80.03 million yuan during the reporting period [12][21]. - The company plans to issue up to 40 million shares to specific investors, aiming to raise no more than 453.2 million yuan for working capital and debt repayment [12][19]. Group 3: Governance and Compliance - The board and supervisory committee actively monitored compliance with laws and regulations, ensuring the protection of shareholder rights [10][18]. - The supervisory committee raised concerns regarding potential misconduct by senior management and recommended legal action [10][19]. - The company disclosed 140 temporary announcements during the reporting period, enhancing transparency and compliance with information disclosure obligations [11][18]. Group 4: Future Outlook - The company aims to achieve a sales revenue target of 1.2 billion yuan in 2025, reflecting a strategic focus on recovery and growth [24]. - The board will continue to enhance corporate governance and investor relations to improve market perception and operational efficiency [12][19].
腾亚精工: 内部审计制度(2025年6月)
Zheng Quan Zhi Xing· 2025-06-22 08:31
第二条 本制度所称内部审计,是指由公司内部机构或人员,对公司内部 控制制度的有效性、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 展的评价活动。 南京腾亚精工科技股份有限公司 内部审计制度 第一章 总则 第三条 本制度所称内部控制,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: (一)遵守国家法律、法规、规章及其他相关规定; (二)提高公司经营的效率和效果; 第一条 为完善公司治理结构,规范公司经营行为,提高内部审计工作质 量,防范和控制公司风险,增强信息披露的可靠性,保护投资者合法权益,依据 《中国内部审计准则第 1101 号——内部审计基本准则》《国际内部审计实务标 准》等法律、法规、规章、规范性文件以及《南京腾亚精工科技股份有限公司章 程》的有关规定,结合公司实际情况,特制定本制度。 (三)保障公司资产的安全; (四)确保公司信息披露的真实、准确、完整、公平和及时。 第四条 内部审计遵循"独立、客观、公正"的原则,保证其工作合法、 合理有效,完善公司内部约束机制,加强内部管理,提高经济效益。 第五条 公司董事会应当对内部控制制度的建立健全和有效实施负责,重 要的 ...
协鑫集成: 内部审计制度(2025年6月)
Zheng Quan Zhi Xing· 2025-06-20 11:52
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]
新华锦: 新华锦关于上海证券交易所对公司2024年年度报告的信息披露监管问询函回复的公告
Zheng Quan Zhi Xing· 2025-06-20 10:45
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].
中旗新材: 审计委员会工作细则
Zheng Quan Zhi Xing· 2025-06-19 15:13
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]
*ST锦港: 锦州港股份有限公司2024年年度股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-19 10:49
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 ...
福日电子: 福建福日电子股份有限公司2024年年度股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-19 09:27
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].
久盛电气: 内部审计制度
Zheng Quan Zhi Xing· 2025-06-19 08:34
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]
渤海化学: 天津渤海化学股份有限公司2024年年度股东大会会议资料
Zheng Quan Zhi Xing· 2025-06-18 09:28
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].