Securities code: 002723 securities abbreviation: Kennede Electronics Mfg.Co.Ltd(002723) announcement Code: 2021-154 Kennede Electronics Mfg.Co.Ltd(002723)
Announcement on newly hired accounting firms
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. Proposed accounting firm: zhongxinghua Certified Public Accountants (special general partnership) (hereinafter referred to as “zhongxinghua”)
2. Originally appointed accounting firm: Daxin Certified Public Accountants (special general partnership) (hereinafter referred to as “Daxin”)
3. Reasons for newly hired accounting firm: in view of the expiration of the employment period of Daxin accounting firm, which was originally hired by the company, and has served for the company for 14 consecutive years, according to the needs of the company’s business development, in order to better ensure the independence and objectivity of the company’s audit work, after comprehensive evaluation and careful research, The company plans to appoint zhongxinghua certified public accountants as the audit institution of the company in 2021.
4. The audit committee, independent directors and the board of directors of the company have no objection to the new accounting firm. The appointment of the accounting firm needs to be submitted to the general meeting of shareholders for deliberation. I. Basic information of the proposed new accounting firm (I) institutional information 1. Basic information
1) Organization Name: zhongxinghua Certified Public Accountants (special general partnership)
2) Organizational form: special general partnership
3) Date of establishment: November 4, 2013
4) Registered address: 20th floor, South Building, building 1, yard 20, Lize Road, Fengtai District, Beijing
5) Historical evolution: zhongxinghua certified public accountants was established in 1993, approved by the State Administration for Industry and Commerce in 2000, and restructured into “zhongxinghua certified public accountants Co., Ltd.”. In 2009, Jiangsu Fuhua certified public accountants Co., Ltd. was absorbed and merged and renamed “ZTE huafuhua certified public accountants Co., Ltd.”. In 2013, the company carried out partnership transformation, and the name of the transformed firm is zhongxinghua Certified Public Accountants (special general partnership).
6) Have you ever engaged in securities service business: Yes
7) As of December 31, 2020, there were 150 partners and 920 certified public accountants, including 509 certified public accountants who had engaged in the audit report of securities service business.
8) In 2020, the total business income was 1523.51 million yuan, the audit income was 1334.93 million yuan, and the securities business income was 357.1593 million yuan.
9) In 2020, there were 80 audit clients of listed companies, mainly including manufacturing, information transmission software and information technology services, real estate, agriculture, forestry, animal husbandry and fishery; Water conservancy, environment and public facilities management industry, etc
10) The total annual report audit fees of Listed Companies in 2020 were 83.863 million yuan, and the number of audit customers of Listed Companies in the same industry was 8.
2. Investor protection ability
1) Amount of occupational risk fund at the end of 2020: 134892600 yuan
2) Cumulative compensation limit of occupational insurance purchased: 150 million yuan
3) The withdrawal of occupational risk fund and the purchase of occupational insurance comply with relevant regulations.
4) In recent three years, there has been no civil liability in civil litigation related to practice.
3. Integrity record
ZTE has been subject to supervision and management measures for 5 times, self-discipline supervision measures for 1 time and disciplinary sanctions for its practice in recent three years; 18 employees have been subject to supervision and management measures 18 times and self-discipline supervision measures 2 times in recent three years.
（2） Project information
1. Basic information
1) Project partner and signature certified public accountant: Huang Hui, certified public accountant, has been engaged in audit work and securities service business for more than 3 years since 2013. He has successively provided annual audit and special audit services for Shenzhen Sunrise New Energy Co.Ltd(002256) (002256), Youngy Co.Ltd(002192) (002192) and other companies, and has corresponding professional competence.
2) Certified public accountant signing the project: Xiao Guoqiang, certified public accountant, has been engaged in audit work and securities service business for more than 10 years since 2003. He has successively provided annual audit and internal control audit services for Wens Foodstuff Group Co.Ltd(300498) (300498), Guangzhou Iron and Steel Co., Ltd. (600894) and other companies, and has corresponding professional competence.
3) Reviewer of project quality control: Wang Zucheng, a certified public accountant, has been engaged in securities service business for more than 5 years. At present, he works in the post of project quality review of the firm, and has been responsible for the quality review of audit business projects of many listed companies, including annual reports of listed companies, M & A audit, IPO audit and audit of enterprises listed on the new third board, with corresponding professional competence.
2. Integrity record
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 in recent three years, have been subject to administrative punishment, supervision and management measures by the CSRC, its dispatched offices and industry competent departments, and have been subject to self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as stock exchanges and industry associations.
3. Independence
ZTE and its project partners, signing certified public accountants and project quality control reviewers do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
4. Audit fees
The audit fee is 550000 yuan. The specific audit fee shall be determined by the management of the company according to the actual situation and market situation of the company, the nature of audit services, workload and business complexity, etc.
2、 Description of the proposed new accounting firm (I) the previous accounting firm and the audit opinion of the previous year. Daxin has provided the company with 14 years of audit services and issued a standard unqualified audit report on the company’s financial report. The company has not been dismissed after entrusting Daxin to carry out some audit work. （2） Reasons for the proposed new accounting firm
In view of the expiration of the employment period of Daxin firm originally employed by the company and the continuous service for the company for 14 years, according to the needs of the company’s business development, in order to better ensure the independence and objectivity of the company’s audit work, after comprehensive evaluation and careful research, the company plans to employ zhongxinghua accounting firm as the company’s audit institution in 2021. （3） Communication between the listed company and previous accounting firms
The company has communicated with Daxin and ZTE in advance on matters related to the change of accounting firm. Both parties are aware of this matter and have no objection to this change. The previous and subsequent accounting firms will actively carry out relevant communication and cooperation in accordance with the relevant provisions of China Auditing Standards for certified public accountants No. 1153 – communication between former certified public accountants and future certified public accountants. During his tenure as the company’s audit institution, Daxin worked diligently and conscientiously, strictly complied with relevant national laws and regulations, conducted independent audit with a fair and objective attitude, and earnestly fulfilled the responsibilities of the audit institution. The company expresses its heartfelt thanks to Daxin for its hard work! 3、 Procedures to be performed by the newly hired accounting firm
(i) Opinion of the board of Auditors
The proposed new accounting firm has been reviewed and approved by the audit committee of the board of directors. The specific opinions are as follows: the audit committee of the board of directors of the company has fully understood zhongxinghua, consulted the relevant qualification certificates and relevant information of zhongxinghua, recognized zhongxinghua’s independence, professional competence and investor protection ability, and considered that zhongxinghua has the audit qualification Experience and professional ability, able to meet the company’s annual audit requirements, agreed to appoint ZTE Huawei’s 2021 annual audit institution, and submitted the proposal to the company’s board of directors for deliberation.
（2） Prior approval opinions and independent opinions of independent directors
1. Prior approval opinions of independent directors
After communicating with the company’s management and consulting relevant materials, we reviewed the practice, independence, integrity, investor protection ability and professional competence of the proposed accounting firm. We believe that zhongxinghua Certified Public Accountants (special general partnership) is qualified for securities, futures and other related businesses, has the experience and ability to provide audit services for listed companies, can provide true and fair audit services for the company, and meet the requirements of the company’s audit work in 2021. The proposed new accounting firm meets the needs of the company’s business development and does not harm the interests of the company and all shareholders Benefit situation. We unanimously agree to submit the newly hired accounting firm to the 26th meeting of the 5th board of directors for deliberation.
2. Independent opinions of independent directors
After review, We think: zhongxinghua Certified Public Accountants (special general partnership) has the qualification for securities, futures and other related businesses, has the qualification and competence to provide audit services for listed companies, is competent for the company’s audit in terms of professional competence, investor protection ability, integrity and independence, and can meet the requirements of the company’s financial audit in 2021. The company’s newly hired accountant affairs The review procedures are in line with the relevant provisions of laws, regulations and the articles of association, and there is no situation that damages the interests of the company and all shareholders, especially minority shareholders. Therefore, we agree to appoint ZTE Huawei’s 2021 audit institution and agree to submit this proposal to the fifth extraordinary general meeting of shareholders of the company in 2021 for deliberation.
（3） Deliberation and voting of the board of directors
At the 26th meeting of the 5th board of directors held on December 24, 2021, the company deliberated and adopted the proposal on newly hired accounting firms, and the voting results were: 9 in favor, 0 against and 0 abstention. （4） Deliberation and voting of the board of supervisors
At the 21st Meeting of the 5th board of supervisors held on December 24, 2021, the company deliberated and adopted the proposal on newly hired accounting firms, and the voting results were: 3 in favor, 0 against and 0 abstention. After deliberation, the board of supervisors believes that ZTE China has the qualification for securities, futures and other related businesses, has many years of experience and ability to provide audit services for listed companies, can provide true and fair audit services for the company, and meet the requirements of the company’s audit work in 2021. The company’s procedures for reviewing the newly hired accounting firm are legal and compliant, and there is no situation that damages the interests of the company and shareholders.
（5） Effective date
The newly hired accounting firm still needs to be submitted to the general meeting of shareholders of the company for deliberation, which shall take effect from the date of deliberation and approval by the general meeting of shareholders of the company.
4、 Documents for future reference
1. Resolution of the 26th meeting of the 5th board of directors
2. Resolution of the 21st Meeting of the 5th board of supervisors
3. Prior approval opinions of independent directors on matters related to the 26th meeting of the 5th board of directors 4. Independent opinions of independent directors on matters related to the 26th meeting of the 5th board of directors
5. The business license of the accounting firm to be employed, and the identity certificate and practice license of the certified public accountant to be responsible for the specific audit business.
It is hereby announced.
Kennede Electronics Mfg.Co.Ltd(002723) board of directors December 27, 2021
