Securities code: 600870 securities abbreviation: * ST Xiahua Announcement No.: pro 2022-010 Xiamen Overseas Chinese Electronic Co.Ltd(600870)
Announcement on change of accounting firm
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Name of accounting firm to be employed: Unitech Zhenqing accounting firm (special general partnership)
Name of the original accounting firm: Daxin Certified Public Accountants (special general partnership)
Reasons for changing the accounting firm: because the project schedule of Daxin Certified Public Accountants (special general partnership) cannot meet the disclosure time requirements of the company’s 2021 annual report, it is unable to undertake the audit of the company’s 2021 annual financial report and internal control. In view of this, the company plans to appoint Unitech Zhenqing Certified Public Accountants (special general partnership) as the company’s audit institution in 2021 for one year. After communication, Daxin Certified Public Accountants (special general partnership) has no objection to this.
1、 Basic information of the accounting firm to be employed
(I) institutional information
1. Basic information
Organization Name: Unitech Zhenqing Certified Public Accountants (special general partnership) (hereinafter referred to as “Unitech Zhenqing”) 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, there were 10 audit clients of listed companies, major industries (including 3 manufacturing, 3 information transmission, software and information technology services, 1 real estate industry, 1 transportation, warehousing and postal industry, 1 scientific research and technical service industry, and 1 leasing and business service industry). The audit fee of listed companies was 2.31 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.
(II) project information
1. Basic information
Project partner: Chen Shengyu, male, certified public accountant, became a certified public accountant in 1995, began to engage in the audit of Listed Companies in 2008, and began to practice in younitech Zhenqing in 2020, providing audit services for the company for the first time; Five companies have signed or reviewed the audit reports of listed companies and listed companies in the past three years. He has participated in IPO projects, corporate mergers and acquisitions, audit of listed companies and other businesses, and has rich professional experience and corresponding professional competence. Signature certified public accountant: Li Shimei, who became a certified public accountant in 1995, began to engage in the audit of Listed Companies in 1995, and began to practice in Unitech Zhenqing in 2020, providing audit services for the company for the first time; Three audit reports of listed companies and listed companies have been signed or reviewed in the past three years. He has participated in IPO projects, corporate mergers and acquisitions, audit of listed companies and other businesses, and has rich professional experience and 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, and began to practice in Unitech Zhenqing in 2017, providing audit services for the company for the first time; Three audit reports of listed companies and listed companies have been signed or reviewed in the past three years. He has participated in IPO projects, corporate mergers and acquisitions, audit of listed companies and other businesses, and has rich professional experience and corresponding professional competence.
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 yunitei Zhenqing, the project partner / signing CPA Mr. Chen Shengyu, the signing CPA Mr. Li Shimei and the project quality control reviewer Mr. Yang Jiming.
4. Audit fees
The current audit fee is proposed to be 900000 yuan (including 600000 yuan for the audit of financial statements and 300000 yuan for the audit of internal control). The audit fee in this period is charged according to the number of working days required by Unitech Zhenqing to provide audit services and the charging standard of each working day. The number of working days shall be determined according to the nature and complexity of audit services; The charging standard of each working day shall be determined respectively according to the professional skill level of practitioners.
The audit fee in 2020 is 800000 yuan, including 500000 yuan for the audit of financial statements and 300000 yuan for the audit of internal control.
2、 Description of the proposed change of accounting firm
(I) previous accounting firms and audit opinions of the previous year
The previous accounting firm has issued the “three-year audit report of the partnership” with “no uncertainty” and provided the “three-year audit service of the partnership” for the previous accounting firm. The company has not been dismissed after entrusting the former accounting firm to carry out some audit work.
(II) reasons for the proposed change of accounting firm
Because the project schedule of Daxin Certified Public Accountants (special general partnership) cannot meet the disclosure time requirements of the company’s 2021 annual report, it is unable to undertake the audit of the company’s 2021 annual financial report and internal control. In view of this, the company plans to appoint Unitech Zhenqing Certified Public Accountants (special general partnership) as the company’s audit institution in 2021 for one year.
(III) communication between the listed company and previous accounting firms
The company has communicated with Daxin Certified Public Accountants (special general partnership) in advance on the change of audit institution, and Daxin Certified Public Accountants (special general partnership) has no objection to this. The previous and subsequent accounting firms will do a good job in relevant communication in accordance with the requirements of China Auditing Standards for certified public accountants No. 1153 – communication between former certified public accountants and subsequent certified public accountants.
3、 Procedures to be performed by the accounting firm to be changed
(I) opinions of the audit committee of the company:
By reviewing the relevant materials such as the practice, personnel information, professional qualification and integrity of Unitech Zhenqing Certified Public Accountants (special general partnership), it is considered that Unitech Zhenqing Certified Public Accountants (special general partnership) is in good faith and has relevant business practice qualifications, Having the experience and ability to provide annual financial report audit and internal control audit services for the company, and meeting the requirements of the company for the audit institution in terms of independence, professional competence and investor protection ability, it is agreed to appoint Unitech Zhenqing Certified Public Accountants (special general partnership) as the financial report audit and internal control audit institution of the company in 2021, The term of employment is one year.
(II) the independent directors of the company approved the change of audit institution in advance and expressed independent opinions: 1 Prior approval opinion
Unitech Zhenqing Certified Public Accountants (special general partnership) has relevant business qualification, experience and ability to provide audit services for listed companies, can provide true and fair financial reports and internal control audit services for the company, and meet the requirements of the company’s financial accounting report and internal control audit in 2021; The company plans to change the accounting firm, and there is no damage to the interests of the company and all shareholders. We agree to submit the matter to the board of directors of the company for deliberation.
2. Opinions of independent directors
After verification, Unitech Zhenqing Certified Public Accountants (special general partnership) has the experience and ability to provide audit services for listed companies, can provide true and fair financial reports and internal control audit services for the company, and meet the requirements of the company’s 2021 financial report and internal control audit. There is no damage to the interests of the company and all shareholders in this matter, Agree to submit the proposal to the general meeting of shareholders of the company for deliberation. The decision-making procedures for the company to change Unitech Zhenqing Certified Public Accountants (special general partnership) into the audit institution of the company in 2021 comply with the company law, the securities law, the stock listing rules of Shanghai Stock Exchange, the articles of association and other relevant provisions.
(III) deliberation and voting of the board of directors of the listed company on the proposals related to the appointment of accounting firms.
On February 9, 2022, the 28th meeting of the ninth board of directors of the company deliberated and adopted the proposal on changing the accounting firm with 9 affirmative votes, 0 negative votes and 0 abstention votes, and proposed to appoint younitai Zhenqing accounting firm (special general partnership) as the financial report audit institution and internal control audit institution of the company in 2021 for one year.
(IV) 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.
It is hereby announced.
Xiamen Overseas Chinese Electronic Co.Ltd(600870) board of directors February 9, 2022
