Securities code: 300487 securities abbreviation: Sunresin New Materials Co.Ltd Xi’An(300487) Announcement No.: 2021-108 bond Code: 123027 bond abbreviation: Lanxiao convertible bond
Sunresin New Materials Co.Ltd Xi’An(300487)
Announcement on the appointment of the company’s audit institution in 2021
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 omissions.
Special tips:
1. Name of accounting firm to be employed in 2021: Zhitong accounting firm (special general partnership) (hereinafter referred to as “Zhitong accounting firm”);
2. Name of accounting firm employed in 2020: Tianjian accounting firm (special general partnership) (hereinafter referred to as “Tianjian accounting firm”);
3. Considering the business development of Sunresin New Materials Co.Ltd Xi’An(300487) (hereinafter referred to as “the company”) and the needs of future audit work, the company plans to appoint Zhitong firm as the audit institution of the company in 2021. The company has fully communicated with Tianjian firm on the change of accounting firm, and Tianjian firm has no objection to the company’s proposed change of accounting firm;
4. The audit committee, independent directors and the board of directors of the company have no objection to the change of accounting firm. At the 9th meeting of the 4th board of directors and the 8th meeting of the 4th board of supervisors held on December 30, 2021, the company deliberated and adopted the proposal on the appointment of audit institution in 2021, and intends to appoint Zhitong firm as the audit institution of the company in 2021. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation, and the relevant matters are hereby announced as follows:
1、 Description of the proposed accounting firm
(i) Institutional information
1. Basic information
Name of accounting firm: Zhitong accounting firm (special general partnership)
Date of establishment: December 22, 2011
Organizational form: special general partnership
Registered address: 5th floor, Saite square, No. 22 Jianguomenwai street, Chaoyang District, Beijing
Chief partner: Li Huiqi
Practice certificate issuing unit and serial number: Beijing Municipal Bureau of Finance no 0014469
By the end of 2020, Zhitong firm has more than 5000 employees, including 202 partners, 1267 certified public accountants, and more than 400 certified public accountants who have signed the audit report of securities service business. In 2020, the business income of Zhitong firm was 2.196 billion yuan, including audit business income of 1.679 billion yuan and securities business income of 349 million yuan. In 2020, there were 210 audit clients of listed companies, mainly in manufacturing, information transmission, software and information technology services, wholesale and retail, real estate, transportation, warehousing and postal services, with a total charge of 279 million yuan; In 2020, the audit fees of listed companies will be 32.2226 million yuan. The company has 24 audit clients of Listed Companies in the same industry.
2. Investor protection capacity
Grant Thornton has purchased occupational insurance with a cumulative compensation limit of 600 million yuan, and the purchase of occupational insurance complies with relevant regulations. By the end of 2020, the occupational risk fund was 10.4351 million yuan.
No civil liability shall be borne for the civil litigation related to practice behavior concluded by Zhitong office in recent three years.
3. Integrity record
In recent three years, Zhitong firm has been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 8 times, self-discipline supervision measures 0 times and disciplinary punishment 1 time for its practice. In recent three years, 20 employees have been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 9 times, self-discipline and supervision measures 0 times and disciplinary punishment 1 time.
（2） Project information
1. Basic information
Project partner: Cao Yang, who became a certified public accountant in 1998, began to engage in the audit of Listed Companies in 1996 and began to practice in the exchange in 1999; In the past three years, 9 audit reports of listed companies and 9 audit reports of companies listed on the new third board have been signed.
Signature certified public accountant: Wang Yanyan, who became a certified public accountant in 2006, began to engage in the audit of Listed Companies in 2008 and began to practice in the exchange in 2007; In the past three years, five audit reports of listed companies and one audit report of companies listed on the new third board have been signed.
Reviewer of project quality control: Jiang Tao, who became a certified public accountant in 1995, began to engage in the audit of Listed Companies in 2000 and began to practice in the exchange in 2019; In recent three years, two audit reports of listed companies and two audit reports of companies listed on the new third board have been reviewed.
2. Integrity record
In recent three years, the project partner, the signing certified public accountant and the project quality control reviewer have not been subject to criminal punishment for their professional behavior, administrative punishment, supervision and management measures and self-discipline supervision measures by the CSRC, its dispatched offices and industry competent departments, or self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as securities exchanges and industry associations.
3. Independence
There are no circumstances that may affect the independence of Grant Thornton firm, project partners, signing certified public accountants and project quality control reviewers.
4. Audit fees
The audit service charge of Grant Thornton firm is determined according to the business responsibility, complexity, work requirements, required working conditions and working hours, as well as the professional knowledge and working experience invested by staff at all levels who actually participate in the business. The company will request the general meeting of shareholders to authorize the management to negotiate with Grant Thornton to determine the specific audit fees for 2021 according to the relevant charging standards.
2、 Description of the proposed change of accounting firm
(i) Previous accounting firms and audit opinions of the previous year
Tianjian office, the company’s audit institution in 2020, has provided 10 years of audit services for the company. In 2020, Tianjian Certified Public Accountants issued a standard unqualified audit report to the company. The company does not dismiss the former accounting firm after entrusting the former accounting firm to carry out some audit work.
（2） Reasons for proposed change of accounting firm
Tianjian firm has provided audit services for the company for many years. The professional and prudent audit work provided by Tianjian firm has provided excellent services for the company to establish a reasonable, standardized and transparent financial management system in the six years from IPO to listing. Considering the highly professional characteristics of the company’s future business development and the specific needs of audit work, the company plans to change the accounting firm.
（3） Communication between the listed company and previous accounting firms
The company has fully communicated with Tianjian firm on matters related to the change of accounting firm. Tianjian firm has clearly known the change and confirmed that it has no objection.
According to the relevant provisions of auditing standards for Chinese certified public accountants No. 1153 – communication between former certified public accountants and subsequent certified public accountants, Tianjian firm and Zhitong firm have communicated on the change of accounting firm and will actively do a good job in the follow-up cooperation.
3、 Procedures to be performed by the accounting firm to be changed
(i) Performance of the audit committee
The audit committee of the board of directors of the company has comprehensively and carefully verified the professional qualification, professional competence, independence and investor protection ability of Grant Thornton. After verification, it is agreed that Grant Thornton can meet the qualification and ability requirements for providing audit services for the company, agree to hire Grant Thornton as the company’s audit institution in 2021, and submit the proposal to the company’s board of directors for deliberation.
（2） Prior approval opinions and independent opinions of independent directors
Prior approval opinion of independent directors: after verification, we believe that Zhitong Certified Public Accountants (special general partnership) has the qualification to engage in Securities and futures business, its audit team is dedicated and cautious, has the experience and ability to provide audit services for listed companies, can provide true and fair audit services for the company, and has sufficient independence, professional competence Investor protection ability to meet the requirements of the company’s annual financial report audit in 2021.
As an independent director of the company, based on the principle of being responsible to the company and investors, he inquired and confirmed the matters involved in the proposal to the relevant departments and personnel of the company. The proposed change of the accounting firm does not harm the interests of the company and all shareholders, and agreed to submit the above proposal to the ninth meeting of the Fourth Board of directors of the company for deliberation.
Opinions of independent directors: Grant Thornton has the qualification for securities and futures related business, has the experience and ability to provide audit services for listed companies, can meet the requirements of the company’s audit work in 2021, and can better meet the needs of the company’s future development. The review procedure of the company’s proposed change of accounting firm complies with the provisions of relevant laws and regulations and the articles of association, and there is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders. In conclusion, we agree to the proposal on the appointment of audit institutions in 2021 and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
（3） Opinions of the board of directors
The 9th meeting of the 4th board of directors and the 8th meeting of the 4th board of supervisors of the company deliberated and approved the proposal on the appointment of audit institution in 2021, and agreed to appoint Zhitong firm as the audit institution of the company in 2021.
（4） Effective date
This change of accounting firm shall be submitted to the general meeting of shareholders of the company for deliberation, and shall take effect from the date of deliberation and approval by the general meeting of shareholders of the company.
Documents for future reference
1. Resolutions of the 9th meeting of the 4th board of directors;
2. Resolutions of the 8th meeting of the 4th board of supervisors;
3. Prior confirmation and opinions of independent directors on relevant matters;
4. Independent opinions of independent directors on relevant matters.
It is hereby announced.
Sunresin New Materials Co.Ltd Xi’An(300487) board of directors December 31, 2021
