Securities code: By-Health Co.Ltd(300146) securities abbreviation: By-Health Co.Ltd(300146) Announcement No.: 2022015 By-Health Co.Ltd(300146)
Announcement on the appointment of the company's audit institution in 2022
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.
By-Health Co.Ltd(300146) (hereinafter referred to as "the company" or " By-Health Co.Ltd(300146) ") held the 15th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors on March 4, 2022, deliberated and adopted the proposal on appointing the company's audit institution in 2022, It is proposed to continue to appoint Huaxing Certified Public Accountants (special general partnership) (hereinafter referred to as "Huaxing certified public accountants") as the company's audit institution in 2022. The proposal needs to be submitted to the company's 2021 annual general meeting for deliberation. The relevant matters are explained as follows:
1、 Basic information of the accounting firm to be renewed
1. Basic information
Huaxing certified public accountants, formerly known as Fujian Huaxing certified public accountants, was founded in 1981 and is subordinate to the Department of finance of Fujian Province. In December 1998, it was decoupled from the former competent unit Fujian Provincial Department of Finance and restructured into Fujian Huaxing limited liability accounting firm. In January 2009, it was renamed Fujian Huaxing certified public accountants Co., Ltd. In December 2013, it was transformed into Fujian Huaxing Certified Public Accountants (special general partnership). In July 2019, it was renamed Huaxing Certified Public Accountants (special general partnership).
Huaxing firm is a special general partnership with its registered address at 7-9 / F, block B, Zhongshan building, No. 152, Hudong Road, Gulou District, Fuzhou City, Fujian Province. The chief partner is Mr. Lin Baoming.
As of December 31, 2020, Huaxing firm has 42 partners and 330 certified public accountants, including more than 130 certified public accountants who have signed the audit report of securities service business.
The total audited income of Huaxing firm in 2020 was 326689600 yuan, including audit income of Beijing Interact Technology Co.Ltd(300419) 8 million yuan and securities income of 1681774 million yuan. In 2020, it provided annual report audit services for 47 listed companies. The main industries of listed companies are manufacturing (including computer, communication and other electronic equipment manufacturing, chemical raw materials and chemical products manufacturing, electrical machinery and equipment manufacturing, pharmaceutical manufacturing, rubber and plastic products industry, textile and clothing industry, clothing industry, etc.), construction industry, culture, sports and entertainment industry The total audit fees (including tax) for water conservancy, environment and public facilities management, transportation, warehousing and postal services are 55.68 million yuan, including 26 audit customers of Listed Companies in the same industry.
2. Investor protection ability
As of December 31, 2020, Huaxing office has purchased occupational insurance with a cumulative compensation limit of 80 million yuan, and the provision of occupational risk fund or the purchase of occupational insurance comply with relevant regulations. Huaxing firm has not had any civil litigation caused by its practice in recent three years.
3. Integrity record
In the past three years, Huaxing firm has received 0 criminal punishment, 0 administrative punishment, 1 supervision and management measure and 0 self-discipline supervision measure for its practice behavior. Three employees have been subject to supervision and management measures twice in recent three years due to their practice in Huaxing firm. No employees have been subject to criminal punishment, administrative punishment and self-discipline supervision measures for practicing behavior in recent three years.
2、 Project information
1. Basic information
(1) Project partner to be signed: Tan Hao
He became a certified public accountant in 1997, engaged in the audit of listed companies since 1994, began to practice in Huaxing firm in 2020, began to provide audit services for the company in 2014, and signed and reviewed the audit reports of Grandblue Environment Co.Ltd(600323) and other four listed companies in recent three years.
(2) CPA to be signed: Zeng Yonglong
He became a certified public accountant in 2020, engaged in the audit of listed companies since 2015, began to practice in Huaxing firm in 2020, began to provide audit services for the company in 2016, and signed the audit report of the company in recent three years. (3) Reviewed by: Li Zhen
He became a certified public accountant in 2010, began to participate in the audit of Listed Companies in 2007, began to practice in Huaxing firm in 2020, and began to provide services for the company in 2021; Over the past three years, the number of listed companies and listed companies reviewed has exceeded 10.
2. Integrity record
In the past three years, the project partners, certified public accountants and project quality control reviewers to be signed by Huaxing firm have not been subject to criminal punishment for their practice behavior, administrative punishment, supervision and management measures by the CSRC, its dispatched offices and industry competent departments, or self-discipline supervision measures by stock exchanges, industry associations and other self-discipline organizations for their practice behavior Disciplinary action.
3. Independence
Huaxing firm, the project partner to be signed, the certified public accountant to be signed and the project quality control reviewer do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
4. Audit fees
The audit cost of financial report in 2021 is 2.7 million yuan (including tax). The pricing of audit fees in 2022 will be determined based on the company's business scale, industry, complexity of accounting treatment and other factors, combined with the auditors required for the audit of the company's annual report and the workload invested. The general meeting of shareholders is requested to authorize the management of the company to negotiate with Huaxing firm to determine the audit remuneration.
3、 Description of procedures for appointment of accounting firm
(I) deliberation and voting of proposals by the board of directors
At the 15th meeting of the 5th board of directors held on March 4, 2022, the company deliberated and adopted the proposal on the appointment of the company's 2022 audit institution with 7 affirmative votes, 0 negative votes and 0 abstention votes, and agreed to continue to appoint Huaxing firm as the company's 2022 audit institution, The general meeting of shareholders shall be requested to authorize the management of the company to negotiate with Huaxing firm to determine the audit remuneration.
(II) performance of the audit committee
The company held the 10th meeting of the audit committee of the 5th board of directors on March 3, 2022, and deliberated and adopted the proposal on appointing the company's audit institution in 2022. After consulting the basic information of Huaxing firm, the members of the audit committee of the board of directors recognized the independence, professional competence and investor protection ability of Huaxing firm and agreed to submit the proposal to the 15th meeting of the Fifth Board of directors for deliberation.
(III) prior approval and independent opinions of independent directors
1. Prior approval of independent directors
Huaxing Certified Public Accountants (special general partnership) has the practice certificate of certified public accountants and the business license related to securities and futures. In providing audit services for the company, Huaxing Certified Public Accountants (special general partnership) can follow the professional standards of independence, objectivity and impartiality, fulfill its duties, better complete the audit work, and the report issued can objectively and truly reflect the actual situation of the company Financial condition and operating results.
With the prior approval of all independent directors, Huaxing Certified Public Accountants (special general partnership) was agreed to continue to be appointed as the audit institution of the company in 2022, and the above proposal was submitted to the 15th meeting of the Fifth Board of directors for deliberation.
2. Independent opinions of independent directors
During the period of acting as the company's audit institution in 2021, Huaxing firm strictly followed the requirements of relevant laws and regulations, completed the company's audit work in 2021, and the audit report issued for the company objectively and fairly reflected the company's financial status and operating results. All independent directors of the company agree to continue to appoint Huaxing firm as the company's audit institution in 2022, and agree to request the general meeting of shareholders to authorize the management of the company to negotiate with Huaxing firm to determine the audit remuneration.
(IV) effective date
The appointment of the company's audit institution in 2022 still needs to be submitted to the company's 2021 annual general meeting for deliberation, which will take effect from the date of deliberation and approval by the company's general meeting.
4、 Documents for future reference
1. Resolutions of the 15th meeting of the 5th board of directors;
2. Resolutions of the 10th meeting of the audit committee of the 5th board of directors;
3. Prior approval opinions of independent directors on the appointment of the company's audit institution in 2022;
4. Independent opinions of independent directors on matters related to the 15th meeting of the Fifth Board of directors;
5. Basic information of Huaxing Certified Public Accountants (special general partnership);
6. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
By-Health Co.Ltd(300146) board of directors
March 4, 2002
