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康为世纪: 董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-29 17:12
Core Points - The article outlines the regulations and responsibilities of the Audit Committee of Jiangsu Kangwei Century Biotechnology Co., Ltd, emphasizing the need for independent directors and their qualifications [2][4][5] - The Audit Committee is responsible for overseeing financial reporting, internal controls, and external audits, ensuring compliance with relevant laws and regulations [3][6][7] Group 1: Audit Committee Structure - The Audit Committee must consist of directors who are not senior management, with a majority being independent directors [2][4] - Independent directors must have relevant professional knowledge and experience to effectively supervise and evaluate audit work [2][4] - The committee is responsible for proposing the hiring or replacement of external auditors and reviewing their fees and terms [5][6] Group 2: Responsibilities and Authority - The main responsibilities of the Audit Committee include supervising external audits, evaluating internal audits, and reviewing financial information [6][7] - The committee must ensure the accuracy and completeness of financial reports and address any significant issues related to fraud or misrepresentation [6][7] - The committee has the authority to hire independent consultants and legal advisors as needed [10][12] Group 3: Meeting Procedures - The Audit Committee is required to hold at least one regular meeting each quarter and can convene additional meetings as necessary [10][12] - A quorum for meetings requires the presence of at least two-thirds of the committee members [10][12] - Meeting records must be kept for a minimum of ten years, detailing attendance, agenda, and decisions made [11][13]
华能水电: 关于对中国华能集团香港财资管理有限公司的风险持续评估报告
Zheng Quan Zhi Xing· 2025-08-29 17:11
Core Viewpoint - The report evaluates the operational qualifications, internal controls, business, and risk status of China Huaneng Group Hong Kong Treasury Management Co., Ltd. (referred to as "Hong Kong Treasury") as part of a continuous risk assessment process mandated by regulatory guidelines [1][2]. Group 1: Basic Information of Hong Kong Treasury - Hong Kong Treasury was established in February 2018 with a registered capital of HKD 390 million, and is wholly owned by China Huaneng Group [1]. - The company operates in overseas treasury management and investment, focusing on centralized management of cross-border financing under the guidance of Huaneng Group [1]. Group 2: Internal Control Overview - Hong Kong Treasury prioritizes internal control mechanisms to prevent and mitigate financial risks, establishing a comprehensive internal control system [2]. - The company has implemented a risk management framework that includes identifying and assessing risks, enhancing asset allocation, and managing interest rate and exchange rate risks [2][6]. Group 3: Control Activities - The company adheres to strict funding management regulations, ensuring the safety, liquidity, and profitability of its funds through detailed funding plans [3]. - Hong Kong Treasury has established a rigorous loan management system, including pre-loan investigations, in-process reviews, and post-loan monitoring to ensure the security and recoverability of loans [4][5]. Group 4: Investment Management - Hong Kong Treasury is authorized to conduct fixed-income investments in overseas markets, focusing on bonds and preferred stocks issued by state-owned enterprises and large financial institutions [5]. - The company has developed management systems for investment activities to mitigate investment risks and conducts ongoing monitoring of the performance of its fixed-income investments [5][6]. Group 5: Overall Evaluation of Internal Control - The internal control system of Hong Kong Treasury is deemed complete and effective, with no significant deficiencies identified as of June 30, 2025, ensuring reasonable risk control across its financial operations [7].
祥生医疗: 无锡祥生医疗科技股份有限公司董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-29 17:11
Group 1 - The company has established an Audit Committee under the Board of Directors to enhance decision-making and ensure effective supervision of the management team [1][4] - The Audit Committee consists of three directors, with at least two being independent directors, and is chaired by an independent director with accounting expertise [2][5] - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring the establishment of effective internal controls [4][6] Group 2 - The Audit Committee must have a majority of its members present to exercise its powers, and it is required to hold at least one meeting each quarter [11][23] - The committee is tasked with evaluating the company's internal control systems and must report on its findings alongside the annual financial report [7][9] - The Audit Committee is also responsible for hiring and supervising external auditors, ensuring their independence and adherence to professional standards [10][13] Group 3 - The committee must disclose its annual performance and activities on the Shanghai Stock Exchange website alongside the company's annual report [4][6] - In case of any irregularities, the Audit Committee is obligated to prompt the Board to take necessary actions and disclose relevant information [7][10] - The committee's decisions require a majority vote from all members, and any conflicts of interest must be disclosed and managed appropriately [42][49]
成都华微: 成都华微电子科技股份有限公司内部审计管理制度
Zheng Quan Zhi Xing· 2025-08-29 17:02
General Principles - The internal audit management system aims to establish a robust internal audit framework to enhance supervision, protect the company's legal rights, and improve economic efficiency for sustainable development [1] - Internal audit is defined as the examination and evaluation of the company's financial status, asset quality, operational performance, major projects, internal controls, and integrity [1][2] - Internal control is a process designed to provide reasonable assurance regarding compliance with laws, operational efficiency, asset security, and accurate information disclosure [1][2] Audit Department Structure and Responsibilities - The audit department is responsible for implementing internal audits and must maintain independence from the finance department [2][3] - The audit department reports to the board of directors and the audit committee, ensuring that significant issues are communicated directly to the audit committee [2][3] - The audit department's main responsibilities include evaluating the integrity and effectiveness of internal controls, auditing financial and economic data, and assisting in establishing anti-fraud mechanisms [3][4] Reporting and Evaluation - 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] - An annual internal control evaluation report must be submitted to the board, which includes a declaration of the report's authenticity and an evaluation by an external auditing firm [4][5] - The audit committee is responsible for assessing the internal control system and reporting any significant deficiencies or risks to the Shanghai Stock Exchange [5] Audit Evidence and Documentation - Audit evidence must be sufficient, relevant, and reliable, with clear documentation maintained for at least ten years [6] - The audit department is required to establish a working paper system and manage related documentation according to legal requirements [6] Accountability and Compliance - The company may implement incentive and accountability mechanisms for the audit department, rewarding outstanding performance and addressing misconduct [7] - Internal auditors are protected from accountability for failing to identify significant risks if they have followed necessary procedures [7] Final Provisions - The internal audit management system is established by the board of directors and takes effect upon approval [8] - Any amendments to the system must also be approved by the board of directors [8]
江西铜业: 江西铜业股份有限公司关于控股子公司江西铜业集团财务有限公司的风险持续评估报告
Zheng Quan Zhi Xing· 2025-08-29 16:52
Core Viewpoint - Jiangxi Copper Company has conducted a risk assessment report on its subsidiary, Jiangxi Copper Group Finance Company, indicating that the finance company operates in compliance with regulations and maintains a robust risk management system [1][9]. Group 1: Basic Information of the Finance Company - The finance company is named Jiangxi Copper Group Finance Company, with a registered capital of 2.6 billion yuan [1]. - The ownership structure shows Jiangxi Copper Company holds 98.33% of the shares, while Jiangxi Copper Material Company holds 1.67% [1]. Group 2: Compliance Management and Risk Control - The finance company has established a governance structure that includes a board of directors and various committees to ensure clear responsibilities and effective risk management [1][2]. - A comprehensive risk management system has been implemented, including the identification and assessment of various risk categories [2][3]. Group 3: Operational and Financial Management - As of June 30, 2025, the finance company reported total assets of 31.539 billion yuan, with total liabilities of 26.953 billion yuan and total equity of 4.586 billion yuan [8]. - The finance company achieved an operating income of 234 million yuan and a net profit of 144 million yuan in the first half of 2025 [8]. Group 4: Regulatory Compliance - The finance company meets all regulatory requirements, including a capital adequacy ratio of 23.08%, liquidity ratio of 58.39%, and loan ratio of 54.13% [8]. - The company has no external liabilities, indicating a strong financial position [8]. Group 5: Risk Assessment and Future Monitoring - The finance company has a well-established risk management framework that effectively prevents and mitigates financial risks [9]. - The company will continue to monitor the finance company's operations and risk status to ensure ongoing compliance and risk control [9].
塞力医疗: 内部控制制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 16:51
塞力斯医疗科技集团股份有限公司 内部控制制度 塞力斯医疗科技集团股份有限公司 内部控制制度 (2025年8月) 第一章 总则 第一条 为加强塞力斯医疗科技集团股份有限公司(以下简称"公司")内 部控制,促进公司规范运作和健康发展,保护投资者合法权益,根据《中华人 民共和国公司法》《中华人民共和国证券法》《上海证券交易所股票上市规则》 等法律法规的规定,结合公司的实际情况,制定本制度。 第二条 公司内部控制制度的目的: (一)遵守国家法律、法规、规章及其他相关规定; (二)提高公司经营的效益及效率,提升公司质量,增加对公司股东的回 报; (三)保障公司资产的安全、完整; (四)确保公司信息披露的真实、准确、完整和公平。 第三条 公司董事会应对公司内部控制制度的制定和有效执行负责。 第二章 内部控制的内容 第四条 公司的内部控制主要包括:环境控制、业务控制、会计系统控制、 信息传递控制、内部审计控制等内容。 第五条 公司应不断完善公司治理结构,确保董事会和股东会等机构合法运 作和科学决策,公司将逐步建立有效的激励约束机制,树立风险防范意识,培 育良好的企业精神和内部控制文化,创造全体职工充分了解并履行职责的环境。 ...
苏州规划: 长江证券承销保荐有限公司关于苏州规划设计研究院股份有限公司持续督导定期现场检查报告
Zheng Quan Zhi Xing· 2025-08-29 16:29
Group 1 - The report is a regular on-site inspection conducted by Changjiang Securities for Suzhou Planning and Design Research Institute Co., Ltd. covering the period from July 1, 2024, to June 30, 2025 [1] - The inspection includes evaluations of corporate governance, internal controls, information disclosure, protection of company interests, use of raised funds, performance, and compliance with commitments made by the company and its shareholders [1][8] - The company has reported a significant decline in performance, with operating revenue of 10,290.70 million yuan for the first half of 2025, representing a year-on-year decrease of 22.11%, and a net profit attributable to shareholders of 503.60 million yuan, down 65.70% year-on-year [8] Group 2 - The inspection methods involved reviewing company bylaws, internal audit documents, management interviews, and financial records to assess compliance and operational effectiveness [1][8] - The company has disclosed delays in its fundraising projects, with announcements made on September 28, 2023, and April 24, 2024, regarding these delays [8] - The report emphasizes the need for the company management to pay attention to the factors affecting performance fluctuations and to fulfill their information disclosure obligations [8]
朗鸿科技: 财通证券股份有限公司关于杭州朗鸿科技股份有限公司2025年半年度持续督导跟踪报告
Zheng Quan Zhi Xing· 2025-08-29 16:17
Overview - The report is a continuous supervision report by Caitong Securities for Hangzhou Langhong Technology Co., Ltd. for the first half of 2025, focusing on compliance and operational oversight [1]. Group 1: Continuous Supervision Work - The sponsor has reviewed the information disclosure documents of Langhong Technology during the reporting period [1]. - The company has established and effectively executed relevant regulations in all major aspects, although there are deficiencies in internal control regarding expense reimbursement approval processes and sales contract reviews [1][4]. - Regular checks on the company's fundraising accounts were conducted to ensure no violations in the use of raised funds [1][2]. Group 2: Issues Identified and Measures Taken - Internal control issues were identified, prompting the sponsor to guide the company in self-inspection and timely correction of problems, along with regular training on approval processes [3][4]. - Specific measures include enhancing the training of responsible personnel to improve diligence and responsibility in contract management [4][5]. - Guidance on the operation of inventory outflow processes was provided to ensure compliance with ERP system operations [5]. Group 3: Major Risks Faced by the Company - The company’s foreign sales revenue remains significant, with potential impacts from currency fluctuations, particularly if the RMB appreciates significantly against foreign currencies [8]. - The company is focused on the research, production, and sales of electronic anti-theft products, which are closely tied to the macroeconomic cycle; a downturn could negatively affect market demand [8]. - As of June 30, 2025, there are no pledges or freezes on shares held by major stakeholders, indicating a stable ownership structure [9].
辽宁成大: 辽宁成大股份有限公司董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-29 15:11
Core Viewpoint - The document outlines the operational guidelines for the Audit Committee of Liaoning Chengda Co., Ltd., aiming to enhance corporate governance and ensure effective oversight of financial reporting and auditing processes [1][2]. Group 1: General Provisions - The Audit Committee is established to review financial information, supervise internal and external audits, and ensure compliance with relevant laws and regulations [1]. - Members of the Audit Committee must possess adequate time, expertise, and professional integrity to fulfill their responsibilities effectively [1][2]. Group 2: Composition of the Committee - The Audit Committee consists of three directors who are not senior management, with a majority being independent directors [2]. - The committee is chaired by a member with accounting expertise, elected by the board [2]. Group 3: Responsibilities and Authority - The main responsibilities include reviewing financial disclosures, supervising external audits, and evaluating internal controls [3][4]. - The committee must approve significant financial reports and changes in accounting policies before submission to the board [3][4]. Group 4: Internal and External Audit Oversight - The committee is responsible for selecting external auditors and evaluating their performance annually [4][5]. - It must also oversee the internal audit process, ensuring that internal controls are effective and any deficiencies are addressed [5][6]. Group 5: Meeting Procedures - The Audit Committee is required to meet at least quarterly, with provisions for additional meetings as necessary [9][10]. - A quorum of two-thirds of the members is needed for meetings, and decisions must be made by a majority vote [9][10]. Group 6: Reporting and Documentation - The committee must maintain detailed records of meetings and decisions, which should be preserved for at least ten years [11]. - Annual reports on the committee's activities must be disclosed to the Shanghai Stock Exchange alongside the company's annual report [11][12].
光峰科技: 董事会审计委员会工作制度(2025年8月)
Zheng Quan Zhi Xing· 2025-08-29 14:19
Core Viewpoint - The establishment and operation of the Audit Committee of Shenzhen Guangfeng Technology Co., Ltd. aim to enhance internal control, ensure effective supervision by the board of directors, and improve corporate governance structure [1]. Group 1: General Provisions - The Audit Committee is a specialized working body established by the board of directors, responsible for communication and coordination of internal and external audits, supervising the implementation of internal audit systems, and reporting to the board [1][2]. - The committee members must dedicate sufficient time and effort to fulfill their responsibilities effectively [2]. Group 2: Composition of the Committee - The Audit Committee consists of at least three directors, with a majority being independent directors, and the chairperson must be a qualified accounting professional [6][7]. - The term of the committee members aligns with that of the board, with independent directors limited to a maximum of six consecutive years [7][8]. Group 3: Responsibilities and Authority - The main responsibilities of the Audit Committee include reviewing financial information, supervising internal and external audits, and ensuring compliance with laws and regulations [11][12]. - The committee is tasked with evaluating the independence and professionalism of external auditors and proposing their appointment or dismissal [14][15]. Group 4: Internal Control and Audit - The Audit Committee supervises the internal audit department, ensuring it operates effectively and reports on significant issues [17][18]. - The committee is responsible for assessing the effectiveness of internal controls and ensuring timely rectification of any identified deficiencies [19][20]. Group 5: Meeting Procedures - The Audit Committee must hold at least one regular meeting each quarter, with provisions for special meetings as needed [33][34]. - Decisions require a majority vote from attending members, and detailed records of meetings must be maintained for at least ten years [45][46].