公司内部控制

Search documents
福蓉科技: 董事会审计委员会年度财务报告审议工作制度
Zheng Quan Zhi Xing· 2025-08-26 16:24
Core Viewpoint - The company has established a system to enhance internal control and standardize the preparation, review, and disclosure of annual financial reports, emphasizing the role of the audit committee in overseeing these processes [1]. Group 1: Audit Committee Responsibilities - The audit committee is responsible for coordinating the audit schedule with the accounting firm and ensuring timely submission of the audit report [2]. - The committee must review the financial statements before the auditors commence their work and provide written opinions [2]. - After the auditors provide preliminary opinions, the committee will review the financial statements again and form additional written opinions [2]. Group 2: Auditor Engagement and Evaluation - The company should not change auditors during the audit period unless absolutely necessary, in which case the audit committee must evaluate the quality of both the previous and new auditors [3]. - The audit committee must provide a comprehensive evaluation of the auditors' performance before recommending reappointment or replacement for the next fiscal year [3][4]. - Any communication and evaluation regarding auditor changes must be documented and reported to the regulatory authority within three working days after the shareholders' meeting [3]. Group 3: Confidentiality and Compliance - The audit committee must ensure that auditors and other insiders maintain confidentiality and prevent unauthorized disclosure of significant non-public information [5]. - The system established by the board of directors will be effective upon approval and will be subject to modification as necessary [5].
杭钢股份: 杭州钢铁股份有限公司董事会审计委员会工作条例
Zheng Quan Zhi Xing· 2025-08-22 09:21
Core Points - The article outlines the establishment and responsibilities of the Audit Committee of Hangzhou Iron & Steel Co., Ltd, emphasizing the importance of internal control and corporate governance [1][3][4] Group 1: Committee Structure and Composition - The Audit Committee is a permanent supervisory body of the Board, consisting of three members, including two independent directors, with at least one being a professional in accounting [1][2] - The committee members are nominated by the Chairman or a majority of independent directors and elected by the Board [2] - The term of the Audit Committee aligns with that of the Board, allowing for re-election upon term expiration [2] Group 2: Responsibilities and Authority - The Audit Committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring the accuracy of financial reports [3][4] - It has the authority to approve significant financial disclosures, hire or dismiss external auditors, and oversee internal audit functions [3][4] - The committee must report any violations by directors or senior management to the Board or shareholders and can recommend dismissals for serious infractions [5][6] Group 3: Internal Audit and Reporting - The internal audit department reports directly to the Audit Committee and is responsible for evaluating the effectiveness of internal controls and compliance with regulations [6][7] - The Audit Committee must review internal audit reports and ensure that corrective actions are taken for identified deficiencies [7][8] - The committee is tasked with monitoring the use of raised funds and ensuring compliance with cash dividend policies [8][9] Group 4: Meeting Procedures and Disclosure - The Audit Committee is required to hold regular meetings at least quarterly, with provisions for special meetings as needed [11][12] - Meeting decisions must be documented and reported to the Board, ensuring transparency and accountability [12][13] - The committee must disclose its annual performance and any significant issues to the stock exchange, maintaining compliance with regulatory standards [13][14]
双枪科技: 内部审计制度(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-21 16:59
Core Points - The company establishes an audit committee and internal audit department to enhance decision-making and internal control systems [1][2] - The audit committee is responsible for overseeing external audits, internal audits, and evaluating the internal control system [1][2] - The internal audit aims to improve internal controls, standardize operations, and mitigate risks [1][3] Group 1: Audit Committee Structure - The audit committee consists of at least three members, primarily independent directors, and is led by a professional accountant [2][5] - The committee's term aligns with the board of directors, and members can be re-elected [2][5] - The audit committee is responsible for reviewing financial information, supervising audits, and evaluating internal controls [2][11] Group 2: Internal Audit Responsibilities - The internal audit department reports directly to the audit committee and is responsible for assessing the effectiveness of internal controls [3][9] - Internal audits cover all business activities related to financial reporting and information disclosure [5][6] - The internal audit department must report quarterly to the board or audit committee on audit findings and issues [6][12] Group 3: Audit Procedures and Focus Areas - Internal audits focus on compliance with laws, regulations, and internal policies, particularly in high-risk areas such as fundraising and related transactions [7][8] - The internal audit department must conduct audits on significant investments, asset purchases, and guarantees to ensure compliance and risk management [7][8][9] - The department is tasked with evaluating the integrity and effectiveness of internal controls related to financial reporting and disclosures [6][10] Group 4: Reporting and Compliance - The audit committee must issue an annual internal control evaluation report based on the internal audit findings [14][15] - The company must disclose any significant internal control deficiencies or risks to the relevant authorities [15][16] - The internal audit results and corrective actions are essential for evaluating management performance and decision-making [12][15]
新 华 都: 内部审计制度
Zheng Quan Zhi Xing· 2025-07-07 16:13
Core Viewpoint - The document outlines the internal audit system of Xinhua Du Technology Co., Ltd., emphasizing the importance of independent and objective supervision of financial activities, internal controls, and risk management to enhance corporate governance and achieve organizational goals [1][2]. Group 1: Internal Audit Objectives and Responsibilities - The internal audit aims to independently supervise and evaluate the company's financial activities, internal controls, and risk management [1]. - The audit department is responsible for assessing the completeness, rationality, and effectiveness of internal control systems across the company and its subsidiaries [10]. - The audit department must report at least quarterly to the board or audit committee on the internal audit plan execution and any issues discovered [7]. Group 2: Audit Procedures and Implementation - The audit department must prepare an annual audit work plan based on the board's requirements and the company's specific situation [16]. - Auditors are required to document audit evidence clearly and completely, ensuring its sufficiency, relevance, and reliability [13]. - The audit report must include the scope, findings, evaluations, conclusions, and recommendations, along with supporting materials [18]. Group 3: Audit Authority and Compliance - The audit department has the authority to request relevant documents and data from audited units and participate in related meetings [14]. - Audited units must comply with the audit department's decisions and recommendations [15]. - The audit department is tasked with evaluating the effectiveness of internal controls related to significant financial activities, including fundraising and asset transactions [20][10]. Group 4: Consequences of Non-Compliance - Violations of laws, regulations, or internal policies can lead to economic penalties or termination of employment for individuals involved [30][31]. - Internal auditors who engage in misconduct or fail to maintain confidentiality may face disciplinary actions [32]. Group 5: Miscellaneous Provisions - The internal audit system is subject to relevant laws and the company's articles of association, with the audit department holding the interpretation rights [34][35].
海大集团: 控股子公司管理制度
Zheng Quan Zhi Xing· 2025-06-20 09:30
Group 1 - The company aims to strengthen internal control and promote standardized operations and healthy development to protect investors' rights and interests [2][3] - The definition of "controlling subsidiaries" includes companies established according to the company's strategic planning and core competitiveness needs, with independent legal status [2][3] - The management principles for controlling subsidiaries focus on establishing effective control mechanisms for governance structure, assets, and resources to enhance overall operational efficiency and risk resistance [2][3][4] Group 2 - The establishment of controlling subsidiaries must comply with national laws and regulations, align with the company's development strategy, and prevent blind expansion [3][4] - The governance structure of controlling subsidiaries requires careful exercise of rights, participation in board decisions, and timely reporting of significant matters to the parent company [4][5] - The company will recommend directors and senior management to controlling subsidiaries to ensure governance and oversight [5][6] Group 3 - Controlling subsidiaries must adhere to standardized operations and comply with relevant laws and regulations, including the Shenzhen Stock Exchange listing rules [2][3][4] - The company has the right to audit and review the operations and finances of controlling subsidiaries, ensuring compliance with internal control systems [28][29] - Performance evaluations for controlling subsidiaries will be conducted annually, with rewards or penalties based on the achievement of operational targets [32][33]
济民健康“萝卜章”谜案
Jing Ji Wang· 2025-05-16 08:36
Core Viewpoint - The company, Jimin Health, is facing significant financial losses due to a scandal involving the forgery of company seals by its vice president, He Qinghong, which has led to legal disputes with distributors and a projected loss of 28.32 million yuan for 2024 [1]. Financial Impact - Jimin Health reported a net profit loss of 59.71 million yuan for 2024, which is similar to the previous year's losses, and the expectation of reducing losses by approximately 50 million yuan has not materialized [1]. - The sales revenue generated by He Qinghong's team amounted to approximately 117 million yuan, representing about 7% of the company's total revenue during 2023 and 2024 [5]. Legal and Management Issues - The company is under scrutiny for its internal control and management practices, particularly regarding the unauthorized signing of contracts by a high-ranking executive [5][6]. - Legal experts suggest that the contracts signed under the forged seals may still be considered valid, placing the company at risk of having to fulfill its obligations to the distributors [8][9]. Company Response and Future Measures - Jimin Health has stated its intention to improve governance and internal controls to prevent similar incidents in the future [5]. - The company has terminated He Qinghong's employment following the revelation of the scandal [4]. Contractual Obligations - The disputed supplementary agreement allows distributors to return products and claim a 10% compensation for funds occupied if sales targets are not met within a specified period [7]. - Legal opinions indicate that the company may be held liable for the actions of its employees, even if those actions involve criminal misconduct [8][9].