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亿晶光电: 亿晶光电科技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· 2025-08-25 16:52
Core Viewpoint - The document outlines the operational guidelines for the Audit Committee of Yijing Photovoltaic Technology Co., Ltd, emphasizing its role in enhancing corporate governance, financial oversight, and internal control mechanisms. Group 1: General Provisions - The Audit Committee is established to improve the governance level of the company and enhance the decision-making function of the board of directors [1] - The committee is responsible for supervising the company's financial information, internal control, and auditing processes [1] - The company must provide necessary working conditions for the Audit Committee, which is supported by the internal control audit department [1] Group 2: Composition of the Audit Committee - The Audit Committee consists of at least three members appointed from the board, with independent directors making up more than half of the committee [2] - All members must possess the necessary professional knowledge and experience to fulfill their responsibilities effectively [2] - The committee is led by a convener who must be an independent director with accounting expertise [2] Group 3: Responsibilities of the Audit Committee - The committee is responsible for reviewing financial information and overseeing internal and external audits [3] - It must approve significant financial disclosures and the hiring or dismissal of external auditors [3][4] - The committee is tasked with ensuring the accuracy and completeness of financial reports and addressing any discrepancies [4] Group 4: Supervision of External Auditors - The Audit Committee oversees the hiring process of external auditors and evaluates their performance [5] - It must ensure that the external auditors operate independently and without undue influence from major shareholders or management [5] Group 5: Internal Audit Oversight - The committee supervises the internal audit department and reviews its annual work plan [6] - It is responsible for ensuring that internal controls are effective and that any deficiencies are reported [8] Group 6: Meeting Procedures - The Audit Committee must hold at least one meeting per quarter, with provisions for additional meetings as necessary [28] - A quorum requires the presence of at least two-thirds of the members, and decisions are made by majority vote [29] Group 7: Information Disclosure - The company is required to disclose the Audit Committee's annual performance and any significant issues identified during its oversight [36][37] - Any recommendations made by the committee that are not adopted by the board must be disclosed along with the reasons [38]
圣农发展: 董事会审计委员会议事规则(2025年修订)
Zheng Quan Zhi Xing· 2025-08-17 08:15
General Principles - The purpose of the rules is to establish and improve the internal control system of Fujian Shengnong Development Co., Ltd. and enhance the internal control capabilities [1] - The audit committee is set up under the board of directors to effectively supervise the management [1] Composition of the Audit Committee - The audit committee consists of three directors who are not senior management, with independent directors making up more than half, including at least one accounting professional [4][5] - The committee members must possess relevant professional knowledge and experience [3][4] Responsibilities and Authority - The audit committee is responsible for reviewing financial information, supervising internal and external audits, and ensuring the integrity of financial reporting [11][12] - The committee has the authority to propose the appointment or replacement of external auditors and evaluate their work [11][12] Meeting Procedures - The audit committee must meet at least quarterly, with additional meetings called as necessary [11][12] - Meetings can be held in person or via communication methods, ensuring all members can participate [19][20] Voting and Decision-Making - Decisions require a majority vote from the committee members present, with provisions for proxy voting [25][26] - The committee's resolutions must be documented accurately, reflecting the opinions of the members [38][39] Confidentiality and Conflict of Interest - Members must disclose any conflicts of interest and recuse themselves from voting on related matters [46][47] - Confidentiality is required regarding the committee's decisions until officially disclosed [44][54] Evaluation and Reporting - The audit committee has the right to evaluate the financial activities of the company and must report its findings to the board [50][51] - The committee is responsible for maintaining records of meetings and decisions for a minimum of ten years [44]
天地源: 天地源股份有限公司董事会审计委员会工作条例
Zheng Quan Zhi Xing· 2025-08-05 16:33
Core Points - The article outlines the work regulations of the Audit Committee of Tiandi Source Co., Ltd, emphasizing its role in supervising financial information, internal controls, and auditing processes [1][2] - The Audit Committee is established as a specialized working body of the Board of Directors, consisting of three directors who are not senior management, including two independent directors and one employee representative [1][2] - The committee's main responsibilities include reviewing financial information, supervising external and internal audits, and evaluating internal controls [3][4] Group 1: Committee Composition - The Audit Committee consists of three members, with at least one independent director being a professional in accounting [2] - The term of the Audit Committee members aligns with that of other directors, not exceeding three years, and members automatically resign if they cease to be directors [2][3] Group 2: Responsibilities and Powers - The Audit Committee's primary duties include reviewing financial reports, supervising external audit work, and evaluating internal audit processes [3][4] - The committee has the authority to propose the hiring or dismissal of external auditors and to oversee the internal audit department [3][4][5] Group 3: Meeting Procedures - The Audit Committee is required to meet at least once a quarter, with provisions for special meetings as needed [9][10] - Meetings must be attended by at least two-thirds of the members to be valid, and decisions require a majority vote [9][10] Group 4: Reporting and Documentation - The committee must document meeting proceedings and decisions, which are to be reported to the Board of Directors [10][11] - Confidentiality is mandated for all members regarding the matters discussed in meetings [10]
益生股份: 董事会审计委员会议事规则
Zheng Quan Zhi Xing· 2025-07-31 16:37
二○二五年八月 山东益生种畜禽股份有限公司 第一章 总则 第一条 为充分发挥审计委员会对山东益生种畜禽股份有限公司(以下简称 "公司")财务信息、内部控制、内外部审计等工作的监督作用,健全公司内部 监督机制,确保董事会审计委员会规范、高效地开展工作,根据《中华人民共和 国公司法》 (以下简称《公司法》) 山东益生种畜禽股份有限公司 山东益生种畜禽股份有限公司 《上市公司独立董事管理办法》 《上市公司治理 准则》 《上市公司审计委员会工作指引》 《山东益生种畜禽股份有限公司章程》 (以 下简称《公司章程》)等有关规定,公司设立董事会审计委员会(以下简称"审 计委员会"),并制定本议事规则。 第二条 审计委员会是公司董事会下设的专门委员会,依据《公司章程》和 本议事规则的规定独立行使职权,不受公司任何其他部门和个人的干涉。 第三条 审计委员会下设审计部为日常办事机构,负责审计委员会的工作联 络、会议组织、材料准备等日常工作。审计部对审计委员会负责,向审计委员会 报告工作。 第二章 人员构成 第四条 审计委员会成员(委员)由三名不在公司担任高级管理人员的董事 组成,其中二名为独立董事,且至少应有一名独立董事是会计专 ...
鸿远电子: 鸿远电子董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-07-04 16:22
Core Points - The article outlines the establishment and operational guidelines for the Audit Committee of Beijing Yuanliuhongyuan Electronic Technology Co., Ltd, emphasizing its role in supervising financial information, internal controls, and audits [1][2][3]. Group 1: Establishment and Composition - The Audit Committee must consist of at least three directors, with a majority being independent directors, and the chair must be a professional accountant [1][2]. - Members should not hold senior management positions and must possess relevant professional knowledge and experience [2][3]. Group 2: Responsibilities and Duties - The main responsibilities include reviewing financial information, supervising external and internal audits, and ensuring effective internal controls [6][16]. - The committee is tasked with evaluating the effectiveness of external auditors and internal audit processes, and it must report its findings to the board [10][21]. Group 3: Meetings and Decision-Making - The Audit Committee is required to meet at least quarterly, with decisions made by a majority vote of members present [11][14]. - Meeting records must be accurately maintained and kept for a minimum of ten years [6][14]. Group 4: Reporting and Accountability - The committee must disclose its annual performance and activities alongside the company's annual report [4][10]. - It has the authority to propose the hiring or dismissal of external auditors and must ensure that any financial discrepancies are addressed before approving financial reports [18][19]. Group 5: Internal Audit Oversight - The Audit Committee oversees the internal audit department, ensuring compliance with internal control standards and evaluating the effectiveness of internal audits [10][12]. - It is responsible for guiding the internal audit process and ensuring that significant issues are reported to the board [12][13]. Group 6: Legal and Regulatory Compliance - The committee has the authority to propose temporary board meetings and can call for shareholder meetings if necessary [16][17]. - It is empowered to take legal action against directors or senior management if they violate laws or regulations that harm the company [17][18].
春兰股份: 春兰股份董事会审计委员会工作细则
Zheng Quan Zhi Xing· 2025-06-30 16:23
General Provisions - The audit committee of Jiangsu Chunlan Refrigeration Equipment Co., Ltd. is established to enhance the supervision of financial information, internal control, and auditing processes, ensuring compliance with relevant laws and regulations [1][2] - The audit committee is responsible for reviewing financial information, supervising internal and external audits, and providing decision-making support to the board of directors [1][2] Composition of the Committee - The audit committee consists of three directors, with a majority being independent directors, including at least one accounting professional [2][3] - Members must possess the necessary professional knowledge and experience to effectively oversee auditing processes and ensure accurate financial reporting [2][3] Responsibilities and Authority - The main responsibilities of the audit committee include reviewing financial information, supervising external audits, evaluating internal audits, and ensuring effective internal controls [5][6] - The committee has the authority to propose the hiring or dismissal of external auditors and to oversee the audit process [6][7] Decision-Making Procedures - The audit committee must meet at least quarterly and can convene additional meetings as necessary, ensuring that all members are informed and able to participate [14][15] - Decisions made by the committee require a majority vote from the members present at the meeting [15] Reporting and Accountability - The audit committee is required to report its findings and recommendations to the board of directors, ensuring transparency and accountability in its operations [14][15] - The committee has the right to request information from external auditors and other relevant personnel to fulfill its oversight responsibilities [15][16]
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]