Securities code: Cngr Advanced Material Co.Ltd(300919) securities abbreviation: Cngr Advanced Material Co.Ltd(300919) Announcement No.: 2022014 Cngr Advanced Material Co.Ltd(300919)
Announcement on the renewal of accounting firm
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Cngr Advanced Material Co.Ltd(300919) (hereinafter referred to as “the company”) held the 27th meeting of the first board of directors and the 15th meeting of the first board of supervisors on March 14, 2022. The meeting deliberated and approved the proposal on renewing the appointment of the audit institution in 2022, and planned to continue to appoint Tianzhi International Accounting firm (special general partnership) as the audit institution of the company in 2022, The proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The details are as follows:
1、 Description of the proposed accounting firm
Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as “Tianzhi international”) has the qualification of securities practice. The signing certified public accountants and relevant principals have corresponding professional abilities. In the process of practice, they adhere to the audit with an independent, objective and fair attitude, and the audit report issued by them can truly, accurately and completely reflect the actual situation of the company Financial status and operating results, earnestly fulfilled the responsibilities of the audit institution, and safeguarded the legitimate rights and interests of the company and shareholders from a professional perspective. Therefore, the company plans to renew the appointment of Tianzhi international as the company’s audit institution in 2022 for one year. In 2021, the annual audit remuneration of the company was 1.88 million yuan.
2、 Basic information of the proposed accounting firm
(I) basic information
Name of accounting firm: Tianzhi international accounting firm (special general partnership)
Nature of organization: special general partnership
Registered address: areas A-1 and a-5, building 68, No. 19, Chegongzhuang West Road, Haidian District, Beijing
Business scope: to examine the accounting statements of enterprises and issue audit reports; Verify the capital of the enterprise and issue a capital verification report; Handle the audit business in the merger, division and liquidation of enterprises and issue relevant reports; Audit of annual financial accounts of capital construction; Acting bookkeeping; Accounting consultation, tax consultation, management consultation and accounting training; Other businesses stipulated by laws and regulations; Technology development, technical consultation and technical services; Application software services; Software development; Computer system services; Software consulting; Product design; Basic software services; Data processing (except for bank card centers in data processing and cloud computing data centers with pue value above 1.4); Enterprise management consulting; Sales of computers, software and auxiliary equipment.
History: founded in December 1988 and headquartered in Beijing, Tianzhi international is a super large comprehensive consulting organization focusing on audit and assurance, capital market services, management consulting, government affairs consulting, tax services, legal affairs and liquidation, information technology consulting, engineering consulting and enterprise valuation.
Tianzhi international has obtained the practice certificate issued by the Beijing Municipal Bureau of finance. It is one of the first batch in China to obtain the qualification of securities and futures related business, be approved to engage in the audit business of super large state-owned enterprises, obtain the qualification of financial audit and obtain the qualification of Accounting judicial expertise, And one of the accounting firms that have obtained the security and confidentiality qualification of military secret related business consulting services and other national highest professional qualifications for qualification management, and are registered with PCAOB in the United States. Tianzhi international has been engaged in securities service business for more than 20 years. Tianzhi international and its subordinate branches operate in an integrated manner and join Baker Tilly international, the world’s top 10 international accounting network, as its only member office in China.
(II) personnel information
As of December 31, 2020, Tianzhi international has 58 partners and 1254 certified public accountants, and more than 450 certified public accountants have signed the audit report of securities service business.
(III) investor protection ability
In accordance with relevant laws and regulations, Tianzhi international has accrued full amount of occupational risk fund in previous years, and the cumulative compensation limit of accrued occupational risk fund and purchased occupational insurance shall not be less than 80 million yuan. The withdrawal of occupational risk fund and the purchase of occupational insurance comply with relevant regulations. In the past three years, Tianzhi international has not undertaken civil liability in relevant civil proceedings due to its practice.
(IV) integrity record
Tianzhi international and its employees do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
In the past three years, Tianzhi international has received 0 criminal punishment, 0 administrative punishment, 7 Supervision and management measures, 0 self-discipline supervision measures and 0 disciplinary sanctions for its practice. In the past three years, employees have been subject to supervision and management measures for practice for 6 times, involving 16 personnel. There is no case of criminal punishment, administrative punishment and self-discipline supervision measures for practice.
(V) information of project team members
1. Personnel information
Project partner and signature certified public accountant 1: Fu Chenggang, who became a certified public accountant in 1998, began to engage in the audit of Listed Companies in 2008, began to practice in the firm in 2010, began to provide audit services for Cngr Advanced Material Co.Ltd(300919) in 2022, and signed 9 audit reports of Listed Companies in recent three years.
Signed CPA 2: binyin, who became a CPA in 2017, began to audit listed companies in 2015, began to practice in the exchange in 2015, began to provide audit services for Cngr Advanced Material Co.Ltd(300919) in 2022, and signed 2 audit reports of Listed Companies in recent three years.
According to the quality control policies and procedures of Tianzhi international, Wang Jun and his team plan to act as the reviewer of project quality control. Wang Jun became a certified public accountant in 1998. He began to engage in the audit of Listed Companies in 2005 and began to practice in the exchange in 2000. He has reviewed at least 20 audit reports of Listed Companies in recent three years and has the corresponding professional competence.
2. Record of independence and integrity of project team members
The project partner, the signing certified public accountant and the quality control reviewer do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
In the past three years, the above-mentioned personnel have not been subject to criminal punishment or administrative punishment due to their professional behavior, nor have they been subject to the supervision and management measures of securities regulatory institutions or the self-discipline supervision measures and disciplinary sanctions of stock exchanges, industry associations and other self-discipline organizations.
3、 Procedures for renewing the appointment of accounting firms
(I) opinions of the audit committee of the board of directors
The audit committee of the board of directors of the company reviewed Tianzhi international and believed that Tianzhi international has the professional ability, experience and qualification to provide audit services for the company and can meet the requirements of the company’s audit work. The audit committee of the board of Directors proposes to continue to employ Tianzhi international as the company’s audit institution in 2022 to provide the company with financial report audit and other services, and submit the matter to the board of directors for deliberation. On March 14, 2022, the company held the 27th meeting of the first board of directors and the 15th meeting of the first board of supervisors, deliberated and approved the proposal on renewing the appointment of the audit institution in 2022 respectively, and agreed to continue to employ Tianzhi international as the audit institution of the company in 2022 to be responsible for the audit of the company’s financial report in 2022.
(II) prior approval opinions and independent opinions of independent directors
Prior approval opinion: Tianzhi international has the ability and professional qualification to provide annual audit for listed companies, and can meet the company’s requirements for audit institutions in terms of independence, professional competence and investor protection. Therefore, we agree to submit the proposal to the 27th meeting of the first board of directors for deliberation.
Independent opinion: after verification, we believe that Tianzhi international has the ability and professional qualification to provide annual audit for listed companies, and can meet the company’s requirements for audit institutions in terms of independence, professional competence and investor protection. Tianzhi International Certified Public Accountants (special general partnership) issued independent audit opinions diligently, dutifully, fairly and reasonably during its tenure as the company’s audit institution in 2021. The decision-making procedure for the renewal of Tianzhi international as the company’s audit institution in 2022 is legal and effective. Therefore, we unanimously agree that Tianzhi international will be the audit institution of the company in 2022. The matter shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
4、 Opinions of the board of supervisors
The board of supervisors agreed to renew the appointment of Tianzhi international as the company’s audit institution in 2022.
After verification, the board of supervisors believes that Tianzhi international has the ability and professional qualification to provide annual audit for listed companies, and can meet the company’s requirements for audit institutions in terms of independence, professional competence and investor protection. During its tenure as the company’s audit institution in 2021, Tianzhi international issued independent audit opinions in a diligent, dutiful, fair and reasonable manner. The decision-making procedure for the renewal of Tianzhi international as the company’s audit institution in 2022 is legal and effective. The matter shall be submitted to the 2021 annual general meeting of shareholders for deliberation.
5、 Documents for future reference
1. Resolutions of the 11th meeting of the audit committee of the first board of directors of the company;
2. Resolutions of the 27th meeting of the first board of directors of the company;
3. Resolutions of the 15th meeting of the first board of supervisors of the company;
4. Prior approval opinions of independent directors on matters related to the 27th meeting of the first board of directors;
5. Independent opinions of independent directors on matters related to the 27th meeting of the first board of directors.
It is hereby announced.
Cngr Advanced Material Co.Ltd(300919)
Board of directors
March 16, 2002
