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恒基达鑫: 董事会审计委员会工作规则(2025年9月)
Zheng Quan Zhi Xing· 2025-09-05 16:33
Core Viewpoint - The establishment of the Audit Committee by Zhuhai Hengji Daxin International Chemical Storage Co., Ltd. aims to enhance the decision-making function of the board of directors, ensuring effective supervision of the management team and improving the corporate governance structure [1]. Group 1: Committee Structure and Responsibilities - The Audit Committee consists of three directors who are not senior management, including two independent directors, with at least one being an accounting professional [3][4]. - The main responsibilities of the Audit Committee include reviewing financial information, supervising internal and external audits, and evaluating internal controls [8][9]. - The Audit Committee is empowered to propose the hiring or dismissal of external auditors and to oversee the audit process [5][6]. Group 2: Decision-Making Procedures - The Audit Committee must have a majority agreement from its members before submitting matters to the board for review [3][4]. - The committee is required to meet at least quarterly, and decisions must be made with the presence of at least two-thirds of its members [13][14]. - The committee can invite external professionals for advice, with costs covered by the company [30]. Group 3: Reporting and Accountability - The Audit Committee is responsible for reporting to the board on the progress and quality of internal audits, as well as any significant issues discovered [6][8]. - If the committee identifies any violations of laws or regulations by directors or senior management, it must report these to the board or shareholders [9][10]. - The committee has the authority to propose the convening of temporary board or shareholder meetings if necessary [19][20]. Group 4: Internal Control and Compliance - The Audit Committee supervises the internal audit department and ensures that internal controls are effectively implemented [8][12]. - It is tasked with evaluating the effectiveness of internal controls and reporting any significant deficiencies to the board [16][17]. - The committee must ensure that any financial misconduct or major accounting errors are addressed promptly [10][11]. Group 5: Governance and Legal Compliance - The Audit Committee has the authority to check the company's finances and supervise the actions of directors and senior management [17][18]. - It can propose the dismissal of directors or senior management if they violate laws or regulations [10][11]. - The committee's rules and procedures are subject to national laws and regulations, and any conflicts will be resolved in favor of the law [15][33].
华鲁恒升: 华鲁恒升董事会审计委员会工作制度(全文)
Zheng Quan Zhi Xing· 2025-09-05 16:22
Core Points - The article outlines the work system of the Audit Committee of Shandong Hualu Hengsheng Chemical Co., Ltd, aiming to enhance corporate governance and ensure effective supervision of the management by the board of directors [1][2] - The Audit Committee is composed of 3 to 5 directors, all of whom are external directors, with a majority being independent directors, including at least one accounting professional [3][4] - The committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [2][4] Group 1: General Provisions - The Audit Committee is established to improve governance and decision-making functions of the board [1] - The committee is tasked with ensuring effective oversight of the management by the board [1] Group 2: Composition - The committee consists of 3 to 5 members, all being external directors, with a majority being independent [3] - At least one independent director must be a professional accountant [3][4] Group 3: Responsibilities and Authority - The main responsibilities include supervising external audit work, proposing the hiring or replacement of external audit firms, and reviewing financial reports [2][4] - The committee is accountable to the board and must submit proposals for board review [2][4] Group 4: Decision-Making Procedures - The Audit Committee must have a majority agreement from its members before submitting matters to the board [4] - The committee is required to hold at least four meetings annually, with provisions for temporary meetings as needed [5][6] Group 5: Meeting Rules - Meetings require the presence of at least two-thirds of the members to be valid [5] - Decisions are made by a majority vote, and meeting records must be kept [6]
瑞康医药: 董事会审计委员会议事规则(二〇二五年九月)
Zheng Quan Zhi Xing· 2025-09-05 13:13
General Principles - The audit committee of Ruikang Pharmaceutical Group Co., Ltd. is established to enhance the supervision of financial information, internal control, and auditing processes, ensuring effective internal oversight [1][2] - The audit committee operates independently under the board of directors, without interference from other departments or individuals [1][2] Composition of Members - The audit committee consists of three directors who are not senior management, including two independent directors, with at least one being a professional in accounting [2][3] - The chairperson of the audit committee is an independent director with accounting expertise, responsible for leading the committee's activities [2][3] Responsibilities and Powers - The main responsibilities of the audit committee include supervising external and internal audits, reviewing financial information, and ensuring compliance with laws and regulations [4][5] - The committee has the authority to propose the hiring or replacement of external auditors and to oversee the internal audit department [6][7] Meeting Procedures - The audit committee is required to hold at least one regular meeting each quarter, with additional meetings called as necessary [13][14] - Meetings can be conducted in person or through other communication methods, ensuring all members can participate effectively [14][15] Reporting and Accountability - The audit committee must report its findings and recommendations to the board of directors, and any disagreements must be disclosed with explanations [12][22] - The committee is responsible for ensuring that any identified issues, such as financial fraud or significant accounting errors, are addressed promptly [10][11]
悍高集团: 董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-08-29 17:47
Core Points - The article outlines the work rules of the Audit Committee of Hanhigh Group Co., Ltd, emphasizing the importance of enhancing the board's decision-making function and ensuring effective supervision of the management team [1][2] - The Audit Committee is established as a specialized committee under the board, responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [1][2] Section Summaries General Provisions - The Audit Committee is created to strengthen the governance structure of the company and ensure compliance with relevant laws and regulations [1] - The committee is accountable to the board and is tasked with auditing financial information and overseeing audit work [1][2] Composition of the Committee - The committee consists of three directors, with a majority being independent directors, including at least one accounting professional [2] - Members must be independent of daily management and possess the necessary professional knowledge and experience [2] Responsibilities and Authority - The committee is responsible for reviewing financial reports, supervising external audit work, and evaluating internal controls [10][11] - Key responsibilities include approving financial disclosures, hiring or dismissing external auditors, and assessing the effectiveness of internal audits [10][11][12] Decision-Making Procedures - The internal audit department prepares materials for the committee's decisions, including financial reports and audit contracts [9] - The committee must evaluate reports and present decisions to the board for discussion [9] Meeting Rules - The committee holds regular and special meetings, requiring a quorum of two-thirds of members to make decisions [11][12] - Meetings can be conducted in person or via communication methods, with records maintained for ten years [11][12] Information Disclosure - The company must disclose the composition and professional background of the Audit Committee members [29] - Annual reports must include the committee's performance and any significant issues identified during its work [30][31]
柳药集团: 广西柳药集团股份有限公司董事会审计委员会工作细则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-29 17:34
Core Viewpoint - The document outlines the establishment and operational guidelines of the Audit Committee of Guangxi Liuyuan Pharmaceutical Group Co., Ltd, emphasizing its role in enhancing corporate governance and ensuring effective oversight of financial reporting and internal controls [1][2]. Group 1: General Provisions - The Audit Committee is established to improve the company's governance structure and ensure effective supervision of management [1]. - The committee is responsible for reviewing financial information, supervising internal and external audits, and evaluating internal controls [2]. Group 2: Composition of the Committee - The committee consists of at least three directors, with a majority being independent directors, and is chaired by an independent director with accounting expertise [3][4]. - The term of committee members aligns with their term as directors, and they can be re-elected [3][4]. Group 3: Responsibilities and Authority - The main responsibilities include reviewing financial reports, supervising management actions, proposing meetings, and evaluating external audit work [5][6]. - The committee must approve significant financial disclosures and the hiring or dismissal of external auditors [6][7]. Group 4: Internal Audit Oversight - The committee guides and supervises the internal audit department, reviews audit plans, and evaluates the effectiveness of internal controls [8][9]. - It is required to conduct checks on high-risk activities and report any violations to the relevant authorities [9]. Group 5: Meeting Procedures - The committee must hold at least one meeting per quarter, with provisions for special meetings as needed [12][13]. - A quorum of two-thirds of members is required for meetings, and decisions are made by majority vote [13][14]. Group 6: Information Disclosure - The company must disclose the composition and activities of the Audit Committee in its annual reports, including any significant issues identified during its oversight [16][17]. - Any recommendations made by the committee that are not adopted by the board must be disclosed with explanations [17].
广博股份: 董事会审计委员会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-22 16:16
Core Points - The article outlines the rules and responsibilities of the Audit Committee of Guangbo Group Co., Ltd, emphasizing its role in overseeing internal and external audits, ensuring accurate financial reporting, and maintaining effective internal controls [2][5][10] Group 1: General Provisions - The Audit Committee is established to clarify its responsibilities and standardize procedures in accordance with relevant laws and regulations [2] - The committee is accountable to the Board of Directors and must submit proposals for board review [2] - Members of the Audit Committee must dedicate sufficient time and effort to fulfill their duties effectively [3] Group 2: Composition of the Committee - The Audit Committee consists of directors who are not senior management, including two independent directors, with at least one being a professional accountant [3][5] - The committee members must possess the necessary professional knowledge and experience to perform their duties [3] - The chairman of the committee is elected from among the independent directors with accounting expertise [3] Group 3: Responsibilities and Authority - The main responsibilities of the Audit Committee include supervising external audits, evaluating internal audits, reviewing financial information, and ensuring compliance with internal controls [5][6] - The committee must approve certain matters before they are submitted to the Board, such as financial reports and the hiring or dismissal of external auditors [6][11] - The committee is tasked with addressing any discrepancies in financial reports and ensuring corrective actions are taken [7][10] Group 4: Internal Audit Oversight - The Audit Committee is responsible for establishing and supervising the internal audit function, which reports directly to the committee [13][14] - The committee must ensure that internal audits are conducted regularly and that findings are reported to the Board [8][9] - Any significant issues identified during internal audits must be reported to the Shenzhen Stock Exchange [8] Group 5: Meeting Procedures - The Audit Committee is required to hold regular meetings at least quarterly, with provisions for special meetings as needed [12] - A quorum for meetings requires the presence of at least two-thirds of the members [12] - Meeting records must be maintained for a minimum of ten years, detailing attendance, discussions, and resolutions [12][14] Group 6: Implementation and Compliance - The rules take effect upon approval by the Board of Directors, and previous guidelines are rendered obsolete [15][28] - Any unresolved matters will be governed by national laws and regulations [15][29] - The Board of Directors holds the authority to interpret these rules [15][30]
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]
拓斯达: 董事会审计委员会议事规则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-21 15:12
广东拓斯达科技股份有限公司 第四条 公司审计部对审计委员会负责,向审计委员会报告工作。 审计部负责处理审计委员会的日常事务,包括日常工作联络和审计委员会会 议的组织筹备等。 第二章 成员及召集人 第五条 审计委员会成员(以下简称"委员")为 3 名,为不在公司担任高级 管理人员的董事,其中独立董事 2 名。公司董事会成员中的职工代表可以成为审 计委员会成员。 董事会审计委员会议事规则 第一章 总则 第一条 为发挥广东拓斯达科技股份有限公司(以下简称"公司")董事会决 策功能,确保董事会对管理层的有效监督,完善公司治理结构,根据《中华人民 共和国公司法》、《上市公司治理准则》、《深圳证券交易所创业板股票上市规则》 (以下简称《创业板上市规则》)、《深圳证券交易所上市公司自律监管指引第 2 号——创业板上市公司规范运作》(以下简称《规范运作指引》)等法律、法规、 规范性文件及《广东拓斯达科技股份有限公司章程》 (以下简称《公司章程》)的 有关规定,公司特设董事会审计委员会(以下简称"审计委员会"),并制定本规 则。 第二条 公司董事会设置审计委员会,行使《公司法》规定的监事会的职 权。 第三条 审计委员会对董事会 ...
北矿科技: 北矿科技董事会审计委员会工作细则(2025年8月)
Zheng Quan Zhi Xing· 2025-08-21 11:18
General Overview - The company establishes an Audit Committee under the Board of Directors to enhance decision-making and ensure effective supervision of the management team [1][2] - The Audit Committee is responsible for overseeing internal and external audit processes and ensuring accurate financial reporting [1][2] Composition of the Audit Committee - The Audit Committee consists of three directors, with a majority being independent directors [2][5] - The Chairperson of the Audit Committee must be an independent director with accounting expertise [2][8] - Members are required to have the necessary professional knowledge and experience to fulfill their duties [2][7] Responsibilities and Authority - The Audit Committee has the authority to inspect financial records, supervise management actions, and propose the convening of extraordinary shareholder meetings [4][12] - It is responsible for reviewing financial information, supervising audit work, and evaluating internal controls [4][13] - The Committee must approve significant financial disclosures and the hiring or dismissal of external auditors [5][15] Internal and External Audit Oversight - The Audit Committee supervises the work of external auditors, ensuring their independence and professionalism [6][17] - It evaluates the effectiveness of internal audits and oversees the implementation of internal audit plans [6][19] - The Committee must report any significant issues to the Board and may hire external consultants for professional opinions [6][24] Meeting Procedures - The Audit Committee is required to meet at least quarterly, with provisions for special meetings as needed [10][27] - A quorum of two-thirds of the members is necessary for meetings to proceed [10][28] - Meeting records must be maintained for at least ten years, and confidentiality is required from all attendees [10][32] Disclosure and Reporting - The company must disclose the Audit Committee's annual performance and any significant issues identified during its oversight [12][37] - Any recommendations made by the Audit Committee that are not adopted by the Board must be disclosed with explanations [12][39] - The company is required to follow legal and regulatory guidelines for disclosing the Audit Committee's opinions on major matters [12][40]
中矿资源: 中矿资源集团股份有限公司董事会审计委员会工作细则(2025年8月修订)
Zheng Quan Zhi Xing· 2025-08-21 11:18
Core Points - The article outlines the revised working rules of the Audit Committee of Zhongmin Resources Group Co., Ltd. to enhance the board's decision-making capabilities and ensure effective supervision of financial and operational activities [1][19] - The Audit Committee is established as a specialized body under the board of directors, responsible for communication, supervision, and verification of internal and external audits [1][2] Group 1: General Provisions - The Audit Committee aims to strengthen the company's internal control system and protect the rights of shareholders and stakeholders [1] - The committee operates independently and is not subject to interference from other departments within the company [2] Group 2: Composition of the Committee - The Audit Committee consists of three directors, including two independent directors, with at least one being a professional in accounting [2][3] - The committee's chairperson is an independent director who is also an accounting professional, nominated by the chairman and approved by the board [2] Group 3: Responsibilities and Authority - The Audit Committee is responsible for supervising and evaluating the work of external auditors, reviewing financial reports, and proposing the hiring or replacement of external audit firms [5][12] - The committee has the authority to inspect the company's finances, supervise the actions of directors and senior management, and propose the convening of temporary board or shareholder meetings [12][13] Group 4: Meetings and Procedures - The Audit Committee must hold at least one regular meeting each quarter and can convene temporary meetings as necessary [26] - Meeting notifications must be sent out in advance, detailing the time, location, and agenda [28][29] - Decisions require the presence of at least two-thirds of the committee members and must be approved by a majority [31]