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西安高压电器研究院股份有限公司关于增加2025年度日常关联交易预计及2026年度日常关联交易预计的公告
Core Viewpoint - The company plans to increase its expected daily related transactions for 2025 and 2026, which will be submitted for shareholder approval, ensuring that these transactions are necessary for normal business operations and do not harm the interests of shareholders, especially minority shareholders [2][4][19]. Group 1: Daily Related Transactions Overview - The expected increase in daily related transactions for 2025 is estimated at RMB 30 million, bringing the total expected amount to RMB 388 million [2][3]. - The expected daily related transactions for 2026 are projected to be RMB 471.5 million, which includes sales of goods and provision of services to related parties [4][13]. - The pricing for these transactions is determined based on conditions similar to those of non-related party transactions, ensuring fairness and reasonableness [16][18]. Group 2: Approval Process and Governance - The board of directors and the supervisory board have approved the increase in expected daily related transactions, with independent directors also expressing unanimous agreement [5][24]. - The approval process followed legal and regulatory requirements, with related directors abstaining from voting to maintain compliance [6][19]. - The company’s independent directors confirmed that the transactions are necessary for daily operations and do not compromise the company's independence or harm shareholder interests [6][24]. Group 3: Related Party Information - The main related party involved is China Electrical Equipment Group Co., Ltd., which is the indirect controlling shareholder of the company [9][11]. - The financial data of China Electrical Equipment Group Co., Ltd. as of December 31, 2024, includes total assets of RMB 1715.73 billion and net profit of RMB 5.173 billion [11]. - The company maintains a stable cooperative relationship with related parties, ensuring that the expected transactions will not lead to dependency on them [18]. Group 4: Impact and Necessity of Transactions - The expected related transactions are deemed necessary for the company's daily operations and are expected to promote business development [15][19]. - The company emphasizes that these transactions will not adversely affect its financial condition or operational results [18][19]. Group 5: Auditor Change Announcement - The company plans to change its auditing firm from Tianzhi International to Lixin Accounting Firm for the 2025 fiscal year, with the change requiring shareholder approval [51][53]. - The decision to change auditors is based on compliance with regulations and the need for quality assurance in financial reporting [63][66]. - Both the outgoing and incoming auditors have been informed of this change, and there are no objections from either party [64].
株冶集团: 株冶集团独立董事专门会议决议
Zheng Quan Zhi Xing· 2025-08-12 10:08
Group 1 - The independent directors of Zhuzhou Smelter Group Co., Ltd. held a special meeting on August 12, 2025, to review matters submitted to the company's eighth board of directors' twelfth meeting [1] - The risk assessment report for Minmetals Group Financial Co., Ltd. was reviewed, confirming that the financial company operates in compliance with regulations and has no significant risk management deficiencies [1] - The proposal to adjust the estimated amount of daily related transactions for 2025 was approved, ensuring that the transactions do not adversely affect the company's financial status or independence [2] Group 2 - The proposal to reappoint an accounting firm was approved, with Tianzhi International Accounting Firm meeting the necessary qualifications and independence requirements for auditing services [2][3]
株冶集团: 株冶集团关于改聘会计师事务所的公告
Zheng Quan Zhi Xing· 2025-08-12 10:08
Core Viewpoint - The company has decided to change its accounting firm from Zhihong Accounting Firm to Tianzhi International Accounting Firm for the 2025 financial year, based on operational needs and audit service requirements [1][6]. Group 1: Accounting Firm Change - The new accounting firm to be appointed is Tianzhi International Accounting Firm (Special General Partnership) [1]. - The previous accounting firm was Zhihong Accounting Firm (Special General Partnership) [1]. - The change is based on a comprehensive evaluation of the company's operational needs and audit service requirements, with no objections from the previous firm [1][6]. Group 2: Tianzhi International Accounting Firm Overview - Tianzhi International was established as a large comprehensive consulting institution, providing services in various areas including tax and legal services, and has been engaged in securities services for over 20 years [2]. - As of December 31, 2024, Tianzhi International has 90 partners and 1,097 registered accountants, with 399 having signed audit reports for securities services [2]. - The total audited revenue for Tianzhi International in 2024 was 2.501 billion yuan, with audit service revenue of 1.938 billion yuan and securities service revenue of 912 million yuan [2]. Group 3: Audit Fees and Services - The company plans to pay Tianzhi International 580,000 yuan for financial audit services and 120,000 yuan for internal control audit services, totaling 700,000 yuan [5]. - The audit fees were determined based on market pricing principles, considering the company's business scale and the required audit personnel [5]. Group 4: Previous Accounting Firm Performance - The previous firm, Zhihong Accounting Firm, provided audit services for two years and issued standard unqualified audit reports for 2023 and 2024 [6]. - There were no instances of the company terminating the previous firm after commissioning part of the audit work [6]. Group 5: Approval Process - The audit committee reviewed Tianzhi International's qualifications, professional competence, and independence, concluding that it is suitable for providing audit services to the company [7]. - The board of directors approved the change with a unanimous vote of 9 in favor [7]. - The change will take effect upon approval by the company's shareholders [8].