Securities code: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) securities abbreviation: Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) Announcement No.: 2022018 Shanghai Lily&Beauty Cosmetics Co.Ltd(605136)
Announcement on reappointment of audit institutions in 2022
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 renewed: PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership)
Whereas, PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) (hereinafter referred to as “PricewaterhouseCoopers Zhongtian”) can abide by the professional principle of “independence, objectivity and impartiality” in the audit of the company in 2021, conduct independent, objective, impartial and prudent audit of the accounting statements and related materials provided by the company, and put forward management suggestions, It has played a positive role in promoting the continuous improvement of the company’s internal control mechanism and ensuring the quality of financial reporting information. Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) (hereinafter referred to as “the company” or ” Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) “) plans to continue to employ PwC Zhongtian as the audit institution of the company’s 2022 annual report and internal control audit institution for one year according to its service awareness, professional ethics and performance ability.
1、 Basic information of the accounting firm to be employed
(I) institutional information
1. Basic information
PricewaterhouseCoopers Zhongtian was formerly known as PricewaterhouseCoopers Dahua certified public accountants, which was established on March 28, 1993. With approval, it was renamed PricewaterhouseCoopers Zhongtian certified public accountants Co., Ltd; Approved by the Ministry of Finance Cai Kuai Han [2012] No. 52 on December 24, 2012, it was transformed into PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) on January 18, 2013. The registered address is room 01, unit 507, DBS building, 1318 Shanghai Lujiazui Finance & Trade Zone Development Co.Ltd(600663) Ring Road, China (Shanghai) pilot free trade zone.
PricewaterhouseCoopers Zhongtian is a member organization of PricewaterhouseCoopers international network. It has the practice certificate of accounting firm and the qualification to engage in the audit business of H-share enterprises. At the same time, it is also an accounting firm with the qualification of securities and futures related business approved by the Ministry of Finance and the CSRC. In addition, PwC Zhongtian is also registered with us PCAOB (American public company accounting oversight board) and UK FRC (UK financial reporting office) to engage in relevant audit business. PwC Zhongtian has rich experience in securities business and good professional service ability.
The chief partner of PricewaterhouseCoopers Zhongtian is Li Dan. As of December 31, 2021, the number of PWC Zhongtian partners was 257 and the number of certified public accountants was 1401, including 346 certified public accountants who have signed the audit report of securities service business since 2013.
In the latest fiscal year (2020) audited by PwC Zhongtian, the total revenue was RMB 6.115 billion, the audit revenue was RMB 5.692 billion and the securities business revenue was RMB 2.861 billion.
PwC Zhongtian’s audit client of financial statements of A-share listed companies in 2020
There are 103 A-share listed companies. The total audit fees of A-share listed companies are 584 million yuan. The main industries include manufacturing, finance, transportation, warehousing and postal services, real estate, wholesale and retail, etc. there are 9 audit customers of A-share listed companies in the same industry (wholesale and retail).
2. Investor protection ability
In terms of investor protection ability, PwC Zhongtian has taken out occupational insurance in accordance with relevant laws and regulations. The sum of the cumulative compensation limit of occupational insurance and occupational risk fund exceeds 200 million yuan. The withdrawal of occupational risk fund or the purchase of occupational insurance comply with relevant regulations. PwC Zhongtian has not undertaken civil liability in relevant civil proceedings due to its practice in recent three years.
3. Integrity record
PricewaterhouseCoopers Zhongtian and its employees have not been subject to criminal punishment, administrative punishment, self-discipline supervision measures and disciplinary sanctions of stock exchanges, industry associations and other self-discipline organizations for practicing behavior in recent three years; PwC Zhongtian has not been subject to the administrative supervision measures of the CSRC and its dispatched offices due to its practice. The four junior employees of PricewaterhouseCoopers Zhongtian received a warning letter from Shanghai Securities Regulatory Bureau in 2019 because their personal investment behavior violated the relevant provisions on independence. The above personal behavior did not affect the effectiveness of PricewaterhouseCoopers Zhongtian quality control system or the practice quality of audit projects. The four employees subsequently resigned from PricewaterhouseCoopers Zhongtian. According to relevant laws and regulations, the above administrative supervision measures will not affect PwC Zhongtian to continue to undertake or execute securities service business and other businesses.
(II) project information
1. Basic information
Project partner and signed CPA: Zhao Bo, a practicing member of the Institute of certified public accountants, has been a certified public accountant since 2000, engaged in the audit of listed companies since 1998, provided audit services for the company since 2022, and practiced in PwC Zhongtian since 1998. He has signed or reviewed the audit reports of 9 listed companies in recent three years. Quality review partner: Zhou Zhe, a practicing member of the Institute of certified public accountants, has been a certified public accountant since 2001. He has been engaged in the audit of listed companies since 1999, provided audit services for the company since 2022, and has been practicing in PwC Zhongtian since 1998. He has signed or reviewed the audit reports of four listed companies in the past three years.
Signature certified public accountant: Huang Qinhui, a practicing member of the Institute of certified public accountants, has become a certified public accountant since 2015, engaged in the audit of listed companies since 2010, provided audit services for the company since 2019, and practiced in PricewaterhouseCoopers Zhongtian since 2010.
2. Integrity record
As for PwC Zhongtian’s proposed employment as the company’s audit institution in 2022, Mr. Zhao Bo, the project partner and the signing certified public accountant, Mr. Zhou Zhe, the quality review partner and Ms. Huang Qinhui, the signing certified public accountant, have not been subject to any criminal and administrative punishment in the past three years, and have not been subject to the administrative supervision and management measures of the securities regulatory authority due to their practice, Not subject to self regulatory measures and disciplinary actions of self regulatory organizations such as stock exchanges and industry associations due to practice.
3. Independence
As for PwC Zhongtian to be employed as the company’s auditor in 2022, there are no circumstances that may affect the independence of PWC Zhongtian, Mr. Zhao Bo, the project partner and the signing certified public accountant, Mr. Zhou Zhe, the quality review partner and Ms. Huang Qinhui, the signing certified public accountant.
4. Audit fees
The audit service charge of PWC Zhongtian is determined by both parties through negotiation according to the audit workload and the principle of fairness and reasonableness. The audit fee that the company plans to pay PwC Zhongtian for the audit project of financial statements in 2022 is RMB 2.52 million (including internal control audit fee of RMB 560000), an increase of RMB 170000 compared with the audit fee of financial statements in 2021, a year-on-year increase of 7.23%.
The audit fee in 2022 has increased compared with that in 2021, mainly due to the following reasons:
The company expects that the business volume and business complexity in 2022 will increase compared with 2021. In addition to conducting business on traditional e-commerce platforms, the company will intensify the incubation of emerging social platforms and private brands in 2022, which is expected to increase the workload of audit institutions accordingly. Therefore, the audit fees of audit institutions need to be increased appropriately.
2、 Procedures to be performed by the accounting firm to be reappointed
1. On March 1, 2022, the audit committee of the board of directors of the company held the 2021 annual meeting and agreed to hire PricewaterhouseCoopers Zhongtian as the company’s 2022 annual audit institution. The audit committee of the board of Directors believes that PwC Zhongtian has due professional competence, investor protection ability, independence and good integrity, and agrees to submit the proposal to the board of directors for consideration.
2. On February 28, 2022, the independent directors of the company conducted a pre audit on the employment of PWC Zhongtian and expressed their approval opinions. After review, the independent directors of the company believe that PwC Zhongtian has the qualification of auditing securities and futures related businesses, has many years of experience and ability to audit listed companies, and can meet the work needs of the company’s financial audit and internal control audit, It is agreed to include the proposal on the renewal of the company’s audit institution in 2022 in the agenda of the 22nd Meeting of the second board of directors and submit it to the board of directors for deliberation.
3. On March 1, 2022, the company held the 22nd Meeting of the second board of directors. The meeting deliberated and adopted the proposal on renewing the employment of the company’s audit institution in 2022. The independent directors of the company expressed independent opinions on this renewal: PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) has the qualification of securities and futures related business audit, has many years of experience and ability to provide audit services for many listed companies, and has good professional competence and investor protection ability, Be able to maintain independence and good integrity in audit work. In the previous audit process of the company, be able to carry out the audit work in accordance with the independent audit standards for certified public accountants and follow the independent, objective and fair practice standards. In order to ensure the continuity of the audit work and meet the requirements of the company’s audit work, the review procedures of the 2022 annual report audit institution and internal control audit institution are in line with the provisions of laws and regulations and the articles of association, and there is no damage to the interests of the company and shareholders. The board of directors has obtained our approval before considering the proposal on the renewal of the company’s audit institution in 2022. Therefore, we agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
3、 Other
The proposal on the renewal of the company’s 2022 audit institution must be submitted to the company’s 2021 annual general meeting for voting. The business agreement between the company and PricewaterhouseCoopers Zhongtian will be signed at an optional time after being deliberated and approved by the general meeting of shareholders.
It is hereby announced.
Shanghai Lily&Beauty Cosmetics Co.Ltd(605136) board of directors March 3, 2022
