Securities code: Avary Holding (Shenzhen) Co.Limited(002938) securities abbreviation: Avary Holding (Shenzhen) Co.Limited(002938) Announcement No.: 2022013 Avary Holding (Shenzhen) Co.Limited(002938)
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.
The proposal on the renewal of the company's annual accounting firm (hereinafter referred to as "the proposal") was submitted to the second meeting of the board of directors of Shenzhen Co., Ltd. on August 16, 2022, and the following specific matters need to be considered and approved are as follows:
1、 Description of the proposed accounting firm
PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) (hereinafter referred to as "PricewaterhouseCoopers Zhongtian") diligently and conscientiously completed various audit work of the company in 2021, showing a high professional level. Therefore, it is suggested to renew his appointment as the company's audit institution in 2022 to conduct business such as accounting statement audit and internal control audit for the company in 2022, of which the accounting statement audit in 2022 is 2.88 million yuan and the internal control audit fee is 300000 yuan.
2、 Basic information of the accounting firm to be employed
(I) organization information
PricewaterhouseCoopers Zhongtian was formerly known as PricewaterhouseCoopers Dahua certified public accountants, which was established on March 28, 1993. With approval, it was renamed PricewaterhouseCoopers Zhongtian certified public accountants Co., Ltd; Approved by the Ministry of Finance Cai Kuai Han [2012] No. 52 on December 24, 2012, it was transformed into PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) on January 18, 2013. The registered address is room 01, unit 507, DBS building, 1318 Shanghai Lujiazui Finance & Trade Zone Development Co.Ltd(600663) Ring Road, China (Shanghai) pilot free trade zone.
PricewaterhouseCoopers Zhongtian is a member organization of PricewaterhouseCoopers international network. It has the practice certificate of accounting firm and the qualification to engage in the audit business of H-share enterprises. At the same time, it is also an accounting firm with the qualification of securities and futures related business approved by the Ministry of Finance and the CSRC. In addition, PwC Zhongtian is also registered with us PCAOB (American public company accounting oversight board) and UK FRC (UK financial reporting office) to engage in relevant audit business. PwC Zhongtian has rich experience in securities business and good professional service ability.
The chief partner of PricewaterhouseCoopers Zhongtian is Li Dan. As of December 31, 2021, the number of PWC Zhongtian partners was 257 and the number of certified public accountants was 1401, including 346 certified public accountants who have signed the audit report of securities service business since 2013.
In the latest fiscal year (2020) audited by PwC Zhongtian, the total revenue was RMB 6.115 billion, the audit revenue was RMB 5.692 billion and the securities business revenue was RMB 2.861 billion.
PwC Zhongtian has 103 audit clients for the financial statements of A-share listed companies in 2020, and the total audit fees of A-share listed companies are RMB 584 million. The main industries include manufacturing, finance, transportation, warehousing and postal services, real estate, wholesale and retail sales, and 48 audit clients of A-share listed companies in the same industry as the company.
2. Investor protection ability
In terms of investor protection ability, PwC Zhongtian has taken out occupational insurance in accordance with relevant laws and regulations. The sum of the cumulative compensation limit of occupational insurance and occupational risk fund exceeds 200 million yuan. The withdrawal of occupational risk fund or the purchase of occupational insurance comply with relevant regulations. PwC Zhongtian has not undertaken civil liability in relevant civil proceedings due to its practice in recent three years.
3. Integrity record
PricewaterhouseCoopers Zhongtian and its employees have not been subject to criminal punishment, administrative punishment, self-discipline supervision measures and disciplinary sanctions of stock exchanges, industry associations and other self-discipline organizations for practicing behavior in recent three years; PwC Zhongtian has not been subject to the administrative supervision measures of the CSRC and its dispatched offices due to its practice. The four junior employees of PricewaterhouseCoopers Zhongtian received a warning letter from Shanghai Securities Regulatory Bureau in 2019 because their personal investment behavior violated the relevant provisions on independence. The above personal behavior did not affect the effectiveness of PricewaterhouseCoopers Zhongtian quality control system or the practice quality of audit projects. The four employees subsequently resigned from PricewaterhouseCoopers Zhongtian. According to relevant laws and regulations, the above administrative supervision measures will not affect PwC Zhongtian to continue to undertake or execute securities service business and other businesses.
(II) project information
1. Basic information
Project partner and signed CPA: Wang Chao, a practicing member of the Institute of certified public accountants, has become a certified public accountant since 2000. He has been engaged in the audit of listed companies since 1998. He has provided audit services for the company since 2022. He has been practicing in the exchange since 1998. He has signed or reviewed the audit reports of five listed companies in the past three years. Partner of project quality review: Zhuang Hao, a practicing member of the Institute of certified public accountants, has become a certified public accountant since 2000. He has been engaged in the audit of listed companies since 1996. He has provided audit services for the company since 2022. He has been practicing in the firm since 1996. He has signed or reviewed the audit reports of four listed companies in the past three years.
Signature certified public accountant: Wang Yuanyang, a practicing member of the Institute of certified public accountants, has become a certified public accountant since 2020. He has been engaged in the audit of listed companies since 2012. He has provided audit services for the company since 2016. He has been practicing in the firm since 2012. He has signed or reviewed the audit report of one listed company in recent three years.
2. Integrity record
Mr. Wang Chao, the project partner and the signing certified public accountant, Mr. Zhuang Hao, the quality review partner, and Mr. Wang Yuanyang, the signing certified public accountant to be employed by PwC Zhongtian in 2022, have not been subject to any criminal and administrative punishment in the past three years, and have not been subject to the administrative supervision and management measures of the securities regulatory authority due to their practice, Not subject to self regulatory measures and disciplinary actions of self regulatory organizations such as stock exchanges and industry associations due to practice.
3. Independence
PwC Zhongtian plans to be employed as the company's audit institution in 2022. There is no situation that may affect the independence of PWC Zhongtian, project partner and signing CPA Mr. Wang Chao, quality review partner Mr. Zhuang Hao and signing CPA Mr. Wang Yuanyang.
4. Audit fees
The audit service charge of PWC Zhongtian is determined by both parties through negotiation according to the audit workload and the principle of fairness and reasonableness. The audit fee that the company plans to pay PwC Zhongtian for the audit project of financial statements in 2022 is RMB 3.18 million (including internal control audit fee of RMB 300000), an increase of RMB 180000 compared with the audit fee of financial statements in 2021, an increase of 6% year-on-year.
3、 Procedures to be performed by the accounting firm to be renewed
(I) performance of the audit committee
The 11th meeting of the audit committee of the second board of directors of the company deliberated and approved the proposal on the renewal of the appointment of accounting firms. As a member of the audit committee of the second board of directors of Avary Holding (Shenzhen) Co.Limited(002938) (Shenzhen) Co., Ltd., he made the following work and review opinions in the selection, supervision and evaluation of accounting firms:
We consulted the basic information, relevant qualifications, integrity records and other information of PWC Zhongtian, an accounting firm to be renewed by the company. We believe that PwC Zhongtian has rich professional experience and good professional service ability in securities business, has a good integrity record and has the basic requirements for providing financial audit for Avary Holding (Shenzhen) Co.Limited(002938) company.
We have fully understood and investigated the business transactions between PwC Zhongtian and the company. We believe that PwC Zhongtian and Avary Holding (Shenzhen) Co.Limited(002938) have maintained their due independence.
PricewaterhouseCoopers Zhongtian, as the company's audit institution, has conscientiously and excellently completed various audits of the company in 2021. In the process of audit, it has fully communicated with the audit committee. In the process of practice, it adheres to the principle of independent audit, reflects the company's financial situation and operating results objectively, fairly and fairly, and earnestly performs the responsibilities of the audit institution, We agree to propose to the board of directors to reappoint PwC Zhongtian as the company's auditor in 2022.
(II) prior approval and independent opinions of independent directors
The company's audit institution for 2022 has been approved in advance by the independent directors and issued the following independent opinions:
PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) has the qualification of securities and futures related business audit, has rich experience in audit services, and has conscientiously and excellently completed various audits of the company in 2021. It can meet the requirements of the company's financial audit and audit the company's financial status independently, There is no damage to the overall interests of the company and the rights and interests of minority shareholders. We agree to renew the appointment of PWC as the company's auditor in 2022.
(III) at the 17th meeting of the second board of directors of the company, the proposal on renewing the appointment of accounting firm in 2022 was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention. The matter of renewing the appointment of the accounting firm in 2022 has been submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
4、 Filing documents
1. Resolutions of the board of directors;
Resolutions of the board of directors;
3. Prior approval opinions and independent opinions of independent directors;
Contact information, the identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business.
Avary Holding (Shenzhen) Co.Limited(002938) board of directors March 17, 2022
