Securities code: Wuxi Dk Electronic Materials Co.Ltd(300842) securities abbreviation: Wuxi Dk Electronic Materials Co.Ltd(300842) Announcement No.: 2022026 Wuxi Dk Electronic Materials Co.Ltd(300842)
Announcement on the renewal 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 audit opinion in 2021 is a standard unqualified audit opinion;
2. The renewal of the accounting firm does not involve the change of the accounting firm;
3. The board of directors, the audit committee and independent directors have no objection to the proposed renewal of the accounting firm.
Wuxi Dk Electronic Materials Co.Ltd(300842) (hereinafter referred to as "the company") held the eighth meeting of the second board of directors and the eighth meeting of the second board of supervisors on March 8, 2022, deliberated and approved the proposal on renewing the appointment of accounting firm in 2022, and agreed to renew the appointment of zhongtianyun accounting firm (special general partnership) as the company's audit institution in 2022 for one year, The specific audit fees shall be submitted by the board of directors of the company to the general meeting of shareholders to authorize the management of the company to negotiate and determine according to the audit work of the current year, market price and other factors. This matter needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval. Now the relevant matters are announced as follows:
1、 Basic information of the proposed accounting firm
(I) institutional information
1. Basic information
(1) Name of accounting firm: zhongtianyun accounting firm (special general partnership) (hereinafter referred to as "zhongtianyun")
(2) Date of establishment: March 1994
(3) Organizational form: special general partnership
(4) Registered address: 701704, gate 1, building 1, yard 9, Chegongzhuang street, Xicheng District, Beijing.
(5) Personnel information: the chief partner is Mr. Liu Hongwei. As of December 31, 2021, zhongtianyun has 70 partners and 491 certified public accountants, including more than 226 certified public accountants who have signed the audit report of securities service business.
(6) Business information: in 2020, the total audited income was 7346168 million yuan, the audit income was 5241397 million yuan, and the securities income was 1940991 million yuan. In 2021, there were 54 audit clients of listed companies, including manufacturing, water conservancy, environment and public facilities management, wholesale and retail, transportation, warehousing and postal, culture, sports and entertainment, power, heat, gas and water production and supply, information transmission, software and information technology services. The audit fee was 54.9 million yuan. The company has 5 audit clients of Listed Companies in the same industry.
2. Investor protection ability
Zhongtianyun has uniformly purchased occupational insurance, with a cumulative compensation limit of 300 million yuan, and the purchase of occupational insurance complies with relevant regulations.
In the past three years, zhongtianyun has no civil liability due to civil litigation related to its practice. 3. Integrity record
In the past three years, zhongtianyun has been subject to administrative punishment once and supervision and management measures six times for its practice behavior, and has not been subject to criminal punishment, self-discipline supervision measures and disciplinary sanctions. In recent three years, 13 employees have been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 6 times and self-discipline supervision measures 1 time.
(II) project information
1. Basic information
Chen Xiaolong, the project partner, became a certified public accountant in March 2009. He began to audit listed companies and listed companies in August 2005. He began to practice in zhongtianyun in August 2016 and provided audit services for the company in August 2017; Audit reports of 12 listed companies have been signed in the past three years.
Zhao Mengling, the signing certified public accountant, became a certified public accountant in January 2020, began to engage in the audit of Listed Companies in January 2018, began to practice in zhongtianyun in January 2018, and began to provide audit services for the company in November 2020.
Wang Hongmei, the reviewer of project quality control, became a certified public accountant in December 1996, began to engage in the audit of Listed Companies in June 2007, began to practice in zhongtianyun in May 2002, and began to provide audit services for the company in February 2022; Audit reports of listed companies have not been signed in recent three years, and audit reports of dozens of listed companies have been reviewed.
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, administrative punishment, supervision and management measures, self-discipline supervision measures and disciplinary sanctions due to their professional behavior. 3. Independence
There are no circumstances that may affect the independence of zhongtianyun, project partner Chen Xiaolong, signed CPA Zhao Mengling and project quality control reviewer Wang Hongmei.
4. Audit fees
The annual audit fee of RMB Shanghai Pudong Development Bank Co.Ltd(600000) in 2021 is determined through negotiation according to the company's business scale, industry and complexity of accounting treatment, as well as the auditors required for the company's annual audit, the workload invested and the fee standard of the firm; The specific audit fees for 2022 shall be submitted by the board of directors of the company to the general meeting of shareholders to authorize the management of the company to negotiate and determine according to the audit work of the year, market price and other factors. 2、 Procedures to be performed by the accounting firm to be reappointed
1. Deliberation and voting of proposals by the board of directors
On March 8, 2022, the company held the 8th meeting of the second board of directors, deliberated and adopted the proposal on renewing the appointment of accounting firm in 2022 with 9 affirmative votes, 0 negative votes and 0 abstention votes, and agreed to renew the appointment of zhongtianyun accounting firm (special general partnership) as the company's audit institution in 2022 for one year, The specific audit fees shall be submitted by the board of directors of the company to the general meeting of shareholders to authorize the management of the company to negotiate and determine according to the audit work of the year, market price and other factors, and agree to submit the matter to the 2021 annual general meeting of shareholders of the company for deliberation.
2. Performance of the audit committee
The audit committee of the board of directors of the company reviewed zhongtianyun and believed that zhongtianyun Certified Public Accountants (special general partnership) has sufficient experience and good practice team in terms of professional qualification, business scale, professional competence, investor protection ability, integrity record and independence, is familiar with the company's business and can meet the requirements of the company's financial audit, It also evaluated its audit work in 2021 and believed that it adhered to the principle of independent audit in the process of financial report audit and internal control verification in 2021, evaluated the company's financial status, operating results and the effectiveness of internal control objectively, fairly and fairly, and earnestly fulfilled the responsibilities of the audit institution. The audit committee of the board of Directors proposes to continue to employ zhongtianyun as the company's audit institution in 2022 for one year, and submit the matter to the board of directors for deliberation.
3. Prior approval opinions and independent opinions of independent directors
(1) Prior approval opinion
The independent directors of the company reviewed the proposal on renewing the appointment of accounting firm in 2022 in advance and expressed their opinions that zhongtianyun accounting firm (special general partnership) has the experience and ability to provide audit services for listed companies, and has fulfilled its duties and responsibilities in the audit of the company in 2021, The report issued can objectively and truly reflect the company's financial situation and operating results, and better fulfill the responsibilities and obligations of the audit institution. The board of directors of the partnership agrees that the employment of the general accounting firm and the audit firm in 2022 should be considered as one-year continuity, and the renewal of the audit firm should be submitted to the board of directors of the partnership.
(2) Independent opinion
The independent directors of the company believe that zhongtianyun Certified Public Accountants (special general partnership) has the experience and ability to provide audit services for listed companies. During the period of serving as the company's audit institution in 2021, it diligently performed its audit responsibilities, and the audit report issued objectively and truly reflected the company's financial situation and operating results. The independence, professional competence and investor protection ability of zhongtianyun Certified Public Accountants (special general partnership) meet the audit requirements of listed companies. This renewal is conducive to ensuring the quality of the company's audit work and protecting the legitimate rights and interests of all shareholders, especially the interests of minority shareholders. The review procedures of the company's re employment of audit institutions comply with the relevant provisions of laws, regulations and the articles of association. We agree to renew the appointment of zhongtianyun Certified Public Accountants (special general partnership) as the company's audit institution in 2022, and agree to submit the proposal to the company's 2021 annual general meeting for deliberation.
4. Deliberation and voting of the board of supervisors on the proposal
The company held the eighth meeting of the second board of supervisors on March 8, 2022, and deliberated and adopted the proposal on renewing the appointment of accounting firm in 2022 with 3 votes in favor, 0 against and 0 abstention. The board of supervisors held that zhongtianyun accounting firm (special general partnership) has the experience and ability to provide audit services for listed companies, During the period of serving as the company's audit institution in 2021, he diligently performed his audit duties, and the audit report issued objectively and truly reflected the company's financial situation and operating results. In order to ensure the continuity and robustness of the audit work, the company agrees to renew the appointment of zhongtianyun Certified Public Accountants (special general partnership) as the company's audit institution in 2022 for one year.
5. Effective date
The proposal on renewing the appointment of the accounting firm in 2022 needs to be submitted to the 2021 annual 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.
3、 Filing documents
1. Resolutions of the 8th meeting of the second board of directors;
2. Supporting documents on the performance of the Audit Committee; 3. Prior approval opinions of independent directors on matters related to the eighth meeting of the second board of directors; 4. Independent opinions of independent directors on matters related to the eighth meeting of the second board of directors; 5. Explanation of zhongtianyun Certified Public Accountants (special general partnership) on its basic information. It is hereby announced.
Wuxi Dk Electronic Materials Co.Ltd(300842) board of directors March 9, 2022