Securities code: 002766 securities abbreviation: * ST soling Announcement No.: 2022-017 Shenzhen Soling Industrial Co.Ltd(002766)
Announcement on the proposed change of accounting firm
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Special tips:
1. The type of audit opinion of the company in 2020 is qualified opinion.
2. Name of the original accounting firm: Shanghui accounting firm (special general partnership) (hereinafter referred to as "Shanghui accounting firm" or "Shanghui"). Name of the accounting firm to be employed: Unitech Zhenqing accounting firm (special general partnership) (hereinafter referred to as "Unitech Zhenqing"). Affected by the epidemic situation, due to the heavy audit task and personnel transfer at the meeting, after careful review of personnel and time arrangement, in order to ensure the audit quality, after full communication and consultation with the meeting, both parties agreed to terminate the service agreement. At the same time, the company plans to employ younita Zhenqing as the company's audit institution in 2021 to provide the company with 2021 financial statements and internal control audit services for one year.
3. This change still needs to be submitted to the general meeting of shareholders of the company for deliberation.
1、 Basic information of the accounting firm to be changed
(I) institutional information
1. Basic information
Organization Name: Unitech Zhenqing Certified Public Accountants (special general partnership)
Date of establishment: July 9, 2020
Organizational form: special general partnership
Registered address: No. 20, Shangqing Road, Shibei District, Qingdao, Shandong
Chief partner: Gu xufen
At the end of 2021, there were 42 partners, 181 certified public accountants and 12 certified public accountants who signed the audit report of securities service business.
In 2020, the total audited income was 76.5985 million yuan, the audit business income was 52.3788 million yuan and the securities business income was 0 million yuan.
In 2021, the number of audit clients of listed companies was 1, and the main industries (including 1 wholesale and retail). The company has 0 audit clients of Listed Companies in the same industry, and the audit fee of listed companies is 700000 yuan.
In 2021, the number of audit clients of listed companies was 10, and the audit fee of Listed Companies in 2021 was 2.3 million yuan.
2. Investor protection ability.
By the end of 2020, Unocal Zhenqing has accrued 22.9092 million yuan of occupational risk fund, and the cumulative compensation limit of occupational insurance purchased is 5 million yuan. The occupational risk fund mentioned that the purchase of occupational insurance complies with relevant regulations. Unitech Zhenqing has not undertaken civil liability in civil litigation related to practice in recent three years.
3. Integrity record.
In the past three years, Unitech Zhenqing has been subject to criminal punishment 0 times, administrative punishment 0 times, supervision and management measures 0 times, self-discipline supervision measures 0 times and disciplinary punishment 0 times for his practice. In the past three years, employees have been subject to criminal punishment 0 times, administrative punishment 0 times, supervision and management measures 0 times and self-discipline supervision measures 0 times for practicing behavior.
(II) project information
1. Basic information
Project partner: Li Li, who became a certified public accountant in 1997, began to audit listed companies in 1999 and began to practice in the exchange in 2021, providing audit services for the company for the first time; Seven audit reports of listed companies signed or reviewed in recent three years. During his employment, he has provided many enterprises with securities services such as IPO declaration audit, annual report audit of listed companies and merger and reorganization audit. He has experience in securities service business and has corresponding professional competence.
Signature certified public accountant: Ma Yan, who became a certified public accountant in 2003, began to engage in the audit of Listed Companies in 2003 and began to practice in the exchange in 2021, providing audit services for the company for the first time; Five audit reports of listed companies signed or reviewed in recent three years. During his employment, he has provided many enterprises with securities services such as IPO declaration audit, annual report audit of listed companies and merger and reorganization audit. He has experience in securities service business and has corresponding professional competence.
Reviewer of project quality control: Yang Jiming, who became a certified public accountant in 2005, began to engage in the audit of Listed Companies in 2008, began to practice in the exchange in 2017 and provided audit services for the company for the first time; Two audit reports of listed companies have been signed or reviewed in the past three years.
2. Integrity record
In the past three years, the project partner, the signing certified public accountant and the project quality control reviewer have not been subject to criminal punishment due to their professional behavior, administrative punishment and supervision measures by the CSRC, its dispatched offices and industry competent departments, and self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as securities trading places and industry associations.
3. Independence
There are no circumstances that may affect the independence of Unitech Zhenqing Certified Public Accountants (special general partnership), project partners, signed certified public accountants and project quality control reviewers.
4. Audit fees
In accordance with the fair and reasonable pricing principle of the market and in combination with the entrusted workload, the management of the company negotiated with Unocal Zhenqing that the total cost of audit services in 2021 is RMB 1.5 million (including tax, including 500000 yuan of internal control audit).
2、 Description of the proposed change of accounting firm
(I) previous accounting firms and audit opinions of the previous year
The company's 2020 annual financial report was audited by Asia Pacific Group and issued a qualified audit report. On October 14, 2021, the general meeting of shareholders reviewed and approved the appointment of Shanghui accounting firm as the company's audit institution in 2021.
(II) reasons for the proposed change of accounting firm
Affected by the epidemic situation, due to the heavy audit task and personnel transfer at the meeting, after careful review of personnel and time arrangement, in order to ensure the audit quality, after full communication and consultation with the meeting, both parties agreed to terminate the service agreement. At the same time, the company plans to employ younita Zhenqing as the company's audit institution in 2021 to provide the company with 2021 financial statements and internal control audit services for one year.
(III) communication between the listed company and previous accounting firms
The company has fully communicated with the original meeting on the change of accounting firm, and the meeting confirmed that there is no objection to the change. The company has allowed Unitech Zhenqing to communicate with the meeting, and both parties confirm that they have no objection to the change of accounting firm.
3、 Procedures to be performed by the accounting firm to be renewed / changed
(I) performance of the audit committee
The Audit Committee believes that due to the impact of the epidemic, due to the heavy audit tasks and personnel transfer at the meeting, after careful examination of personnel and time arrangement, in order to ensure the audit quality, the company plans to hire younita Zhenqing as the company's audit institution in 2021.
The audit committee of the board of directors has fully understood and reviewed the independence, professional competence and investor protection ability of Unitech Zhenqing. After consulting the basic information, qualification certificates, integrity records and other relevant information of Unitech Zhenqing, it believes that Unitech Zhenqing has the professional ability and qualification of audit and can meet the annual audit requirements of the company, It is agreed to propose to the board of directors of the company to appoint Unocal Zhenqing as the company's audit institution in 2021 to provide the company with 2021 financial statements and internal control audit services for one year.
(II) prior approval and independent opinions of independent directors
(1) Prior approval opinion
After investigating and demonstrating the relevant information of Unitech Zhenqing, we believe that Unitech Zhenqing has the qualification of securities related business, sufficient professional competence and investor protection ability, has the experience and ability to provide audit services for listed companies, and can meet the audit needs of the company in 2021. This change of accounting firm is affected by the epidemic situation. Due to the heavy audit tasks and personnel transfer at the meeting, after careful examination of personnel and time arrangement, in order to ensure the audit quality, it is conducive to the independence and objectivity of the company's audit work, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. We agree to employ Unitech Zhenqing as the company's auditor in 2021 and agree to submit the matter to the 18th meeting of the Fourth Board of directors for deliberation.
(2) Independent opinion
After verification, Unitech Zhenqing is qualified for securities related business, has the experience and ability to provide audit services for listed companies, can meet the requirements of the company's financial report audit, can provide true and fair audit services for the company, and objectively evaluate the company's financial status and operating results. The reasons for the company to change the accounting firm are justified, and the decision-making procedures comply with the relevant provisions of laws, regulations and the articles of association. This change of accounting firm is conducive to the independence and objectivity of the company's audit work, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders.
Therefore, we unanimously agree to change the appointment of Unitech Zhenqing as the audit institution of the company in 2021, and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
(III) deliberation and voting of proposals by the board of directors
The company held the 18th meeting of the 4th board of directors on January 28, 2022, deliberated and passed the proposal on the proposed change of accounting firm, and agreed to appoint younita Zhenqing as the company's financial audit and internal control audit institution in 2021.
(IV) effective date
The appointment of an accounting firm needs to be submitted to the general meeting of shareholders of the company for deliberation, and will take effect from the date of deliberation and approval by the general meeting of shareholders of the company.
4、 Documents for future reference
(I) Shenzhen Soling Industrial Co.Ltd(002766) the resolution of the 18th meeting of the Fourth Board of directors;
(II) Shenzhen Soling Industrial Co.Ltd(002766) resolution of the 13th meeting of the audit committee of the Fourth Board of directors;
(III) Shenzhen Soling Industrial Co.Ltd(002766) independent directors' prior approval and independent opinions on the change of accounting firm;
(IV) the business license of Unocal Zhenqing to be employed, the information and contact information of its main person in charge and the contact person of regulatory business; The identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business.
Shenzhen Soling Industrial Co.Ltd(002766) board of directors January 29, 2022
