Securities code: 002751 securities abbreviation: Shenzhen Esun Display Co.Ltd(002751) Announcement No.: 2021-081 Shenzhen Esun Display Co.Ltd(002751)
Announcement on the proposed change of 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 major omissions.
Special tips:
1. Accounting firm to be employed: Asia Pacific (Group) accounting firm (special general partnership) (hereinafter referred to as "Asia Pacific accounting firm"); Originally hired accounting firm: Dahua Certified Public Accountants (special general partnership) (hereinafter referred to as "Dahua certified public accountants").
2. Reasons for changing the accounting firm: in view of the conflict between Dahua accounting firm and the company's annual information disclosure time in terms of personnel and time arrangement; At the same time, Dahua certified public accountants has provided audit services for the company for four consecutive years. In order to ensure the independence and objectivity of the company's audit work, and comprehensively consider the company's future business development needs and annual audit work arrangement, the company has negotiated with Dahua certified public accountants through friendly negotiation and approved by the audit committee of the board of directors, The board of directors of the company agreed to change Asia Pacific accounting firm as the audit institution of the company in 2021. The company has fully communicated with the previous and subsequent accounting firms on this matter. As of the disclosure date of this announcement, all parties have no objection to the change of accounting firms.
3. The audit committee, independent directors and the board of directors of the company have no objection to the proposed change of the audit institution in 2021. This matter needs to be submitted to the general meeting of shareholders of the company for deliberation.
Shenzhen Esun Display Co.Ltd(002751) (hereinafter referred to as "the company") held the 13th meeting of the Fourth Board of directors in 2021 on December 31, 2021, deliberated and adopted the proposal on proposed change of audit institution in 2021. The company plans to hire Asia Pacific (Group) accounting firm (special general partnership) (hereinafter referred to as "Asia Pacific accounting firm") as the company's audit institution in 2021. The above proposal must be submitted to the general meeting of shareholders of the company for deliberation. The relevant information is hereby announced as follows:
1、 Basic information of the accounting firm to be changed
(i) Institutional information
1. Basic information
Name: Asia Pacific (Group) Certified Public Accountants (special general partnership)
Date of establishment: September 2, 2013
Enterprise type: special general partnership
Registered address: floor 20, building 3, yard 16, Lize Road, Fengtai District, Beijing
Executive partner: Zhao Qingjun
At the end of 2020, there were 107 partners of Asia Pacific accounting firm, 562 certified public accountants and 413 certified public accountants who signed the audit report of securities service business.
2. Business scale
Total business revenue in 2020: RMB 889 million
Audit revenue in 2020: 690 million yuan
Securities business revenue in 2020: 417 million yuan
Number of audit clients of Listed Companies in 2020: 43
Main industries: manufacturing, information transmission, software and information technology services, wholesale and retail, real estate and construction.
Total annual report audit fees of Listed Companies in 2020: 50 million yuan
Number of audit clients of Listed Companies in the same industry: 3
3. Investor protection capacity
Asia Pacific Certified Public Accountants has purchased occupational insurance and accrued occupational risk compensation, with a cumulative compensation limit of more than 80 million yuan. The provision of occupational risk fund and the purchase of occupational insurance comply with the provisions of CK [2015] No. 13. In recent three years, no civil liability has been borne in civil litigation related to practice behavior.
4. Integrity record
In recent three years (2018-2020), Asia Pacific Certified Public Accountants has been subject to criminal punishment 0 times, administrative punishment 0 times, supervision and management measures 17 times, self-discipline supervision measures 0 times and disciplinary sanctions 0 times. In recent three years, employees have been subject to criminal punishment 0 times, administrative punishment 0 times, supervision and management measures 36 times and self-discipline supervision measures 0 times.
（2） Project information
1. Basic information
Project partner: Mr. Wen Anlin, who became a certified public accountant in 1995, began to audit listed companies in 1996, began to practice in the exchange in 2014, and signed 6 audit reports of Listed Companies in recent three years.
Reviewer of project quality control: Luo Jianping, who became a certified public accountant in 2008, began to audit listed companies in 2015, began to practice in the exchange in 2017, and signed 4 audit reports of Listed Companies in recent three years. Certified public accountant to be signed: Mr. Cao Honghai, who became a certified public accountant in 2008, began to engage in the audit of Listed Companies in 2014, began to practice in the exchange in 2013, and signed 6 audit reports of Listed Companies in recent three years. 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 due to their professional behavior, administrative punishment and supervision measures by the CSRC, its dispatched offices and industry competent departments, and self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as stock exchanges and industry associations.
3. Independence
There are no circumstances that may affect the independence of Asia Pacific accounting firm, project partners, signing certified public accountants and project quality control reviewers.
4. Audit fees
The current audit fee is 1.5 million yuan (including tax), including annual report audit fee of 1 million yuan, internal control audit fee of 300000 yuan and other special audit fees of 200000 yuan, which increases the internal control audit fee compared with the audit fee of the previous year (1.2 million yuan). The audit fee is the final audit fee determined by Asia Pacific accounting firm according to various factors such as 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 charging standard of the accounting firm.
2、 Description of the proposed change of accounting firm
(i) Previous accounting firms and audit opinions of the previous year
Dahua certified public accountants, the original audit institution of the company, adhered to the principle of independent audit, objectively, fairly and fairly reflected the financial situation of the company, earnestly performed the responsibilities of the audit institution, and safeguarded the legitimate rights and interests of the company and shareholders from a professional perspective. Since 2017, the company has provided four years of audit service and issued standard unqualified audit opinions on the company's financial reports and internal control evaluation reports. The company does not dismiss the former accounting firm after entrusting the former accounting firm to carry out some audit work. The board of directors of the company expressed heartfelt thanks to Dahua certified public accountants for its professional audit services and hard work over the years.
（2） Reasons for proposed change of accounting firm
Whereas, Dahua certified public accountants conflicts with the company's annual information disclosure time in terms of personnel and time arrangement; At the same time, Dahua certified public accountants has provided audit services for the company for four consecutive years. In order to ensure the independence and objectivity of the company's audit work, and comprehensively consider the company's future business development needs and annual audit work arrangement, the company has negotiated with Dahua certified public accountants through friendly negotiation and approved by the audit committee of the board of directors, The board of directors of the company agreed to change Asia Pacific accounting firm as the audit institution of the company in 2021 to provide audit services for the company.
（3） Communication between the listed company and previous accounting firms
The company has fully communicated with Dahua certified public accountants and Asia Pacific Certified Public Accountants on the proposed change of audit institution in 2021, and all parties have confirmed that they have no objection to this change. The previous and subsequent accounting firms will actively communicate and do a good job in the follow-up work in accordance with the auditing standards for Chinese certified public accountants No. 1153 - communication between former certified public accountants and future certified public accountants and other relevant requirements.
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 reviewed the practice, independence, professional competence, investor protection and integrity of Asia Pacific (Group) accounting firm (special general partnership), and considered that Asia Pacific accounting firm has the qualification, experience and professional ability to provide audit services for the company, It can provide true and fair audit services for the company and meet the audit needs of the company in 2021. It is agreed to submit the proposal to the board of directors for deliberation.
（2） Prior approval opinions and independent opinions of independent directors
1. Prior approval
The independent directors of the company conducted a pre review of the proposal on the proposed change of the audit institution in 2021: After reviewing the practice, independence, integrity, investor protection ability and professional competence of Asia Pacific (Group) accounting firm (special general partnership), they believe that the firm has the experience and ability to provide audit services for listed companies, Be able to provide true and fair audit services for the company and meet the requirements of the company's audit work. The company's reason for changing the audit institution this time is justified, and there is no situation that damages the interests of the company and all shareholders. Therefore, the independent directors of the company agreed to submit the proposal to the 13th meeting of the Fourth Board of directors in 2021 for deliberation.
2. Independent opinion
After careful deliberation, the independent directors of the company agreed that Asia Pacific Certified Public Accountants has the qualification to engage in securities related business, has the experience and ability to provide audit services for listed companies, can adhere to the principle of independent audit, be diligent and dutiful, fairly and independently express audit opinions, and has sufficient independence and professional competence, It is conducive to protecting the interests of listed companies and other shareholders, especially the interests of minority shareholders, and can meet the company's audit needs in 2021. The reason why the company intends to change the audit institution this time is justified and compliant, which helps to ensure the independence and objectivity of the company's audit work. The review procedures comply with the provisions of the company law and other laws and regulations, normative documents and the articles of association, and there is no damage to the interests of the company and shareholders, especially the interests of minority shareholders. Therefore, we agree to hire Asia Pacific accounting firm as the company's audit institution in 2021 and submit the proposal to the company's general meeting for deliberation.
（3） Deliberation and voting of proposals by the board of directors
On December 31, 2021, the 13th meeting of the Fourth Board of directors of the company in 2021 deliberated and adopted the proposal on the proposed change of audit institution in 2021 (8 votes in favor, 0 votes against and 0 abstention), and agreed to change Asia Pacific accounting firm as the audit institution of the company in 2021, which will take effect from the date of deliberation and adoption by the general meeting of shareholders of the company.
（4） Effective date
The proposed change of audit institution in 2021 needs to be submitted to the 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 of the company.
4、 Documents for future reference
1. Resolutions of the 13th meeting of the Fourth Board of directors in 2021;
2. Prior approval opinions and independent opinions of the independent directors of the company on matters related to the 13th meeting of the Fourth Board of directors in 2021.
3. Supporting documents for the performance of the duties of the Audit Committee;
4. The business license of the accounting firm to be employed, the information and contact information of the main person in charge and the contact person of the regulatory business, and the identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business;
5. Other documents required by Shenzhen Stock Exchange.
It is hereby announced.
Shenzhen Esun Display Co.Ltd(002751) board of directors December 31, 2021
