Profit Cultural & Creative Group Co.Ltd(300640)
Performance report of the audit committee of the board of directors in 2021
In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guidelines for the governance of listed companies and other relevant laws and regulations, as well as the articles of association and other relevant provisions, the audit committee of the board of directors of the company earnestly performs its duties in accordance with the principle of diligence, and now reports the work of 2021 as follows:
1、 Basic information of the audit committee
On January 20, 2021, the company held the first meeting of the Fourth Board of directors, deliberated and adopted the proposal on electing members of each special committee of the Fourth Board of directors. The board of directors of the company elected members of the special committees of the Fourth Board of directors, as follows: the audit committee of the Fourth Board of directors is composed of three directors, namely Wu tifang, independent director Lin Jing and LAN Shaoqing. Among them, there are 2 independent directors, and Lin Jing is the convener of the audit committee of the Fourth Board of directors.
2、 Meetings of the audit committee
In 2021, the audit committee of the board of directors held a total of 6 meetings, as follows:
1. On April 15, 2021, the company held the first meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and approved two proposals: the proposal on increasing the capital of wholly-owned subsidiaries with raised funds and the proposal on the management of wholly-owned subsidiaries with some idle raised funds.
2. On April 20, 2021, the company held the second meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and adopted the company’s 2020 annual report and its summary, 2020 profit distribution plan, proposal on hiring the company’s 2021 financial audit institution, special report on the deposit and use of raised funds in 2020 The company’s 2020 financial final accounts report, the report on self-evaluation of internal control in 2020, the proposal on adjusting the amount of raised funds to be invested in investment projects with raised funds, the proposal on using raised funds to provide loans to wholly-owned subsidiaries to implement projects with raised funds, the proposal on wholly-owned subsidiaries to increase the amount of cash management with some idle raised funds Thirteen proposals, including the proposal on the 2020 performance report of the audit committee of the board of directors, the proposal on the first quarter report of the company in 2021, the 2020 internal audit report of the company and the 2021 internal audit plan of the company.
3. On May 21, 2021, the company held the third meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and adopted the proposal on using some idle raised funds to temporarily supplement working capital.
4. On August 20, 2021, the company held the fourth meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and adopted the proposal on the semi annual report of 2021 and its summary, the proposal on the special report on the deposit and use of raised funds in the semi annual of 2021, and the proposal on the company applying for comprehensive credit and providing mortgage guarantee to banks There are four proposals in the proposal on the controlling shareholder providing related party guarantee for the company’s application for comprehensive credit from the bank.
5. On October 22, 2021, the company held the fifth meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and adopted the proposal on the third quarter report of the company in 2021.
6. On November 22, 2021, the company held the sixth meeting of the audit committee of the Fourth Board of directors in 2021, deliberated and adopted the proposal on leasing office space and related party transactions from related parties.
3、 Performance of relevant work of the audit committee
(I) review the company’s financial report
During the reporting period, the audit committee of the board of directors of the company reviewed the regular financial and accounting reports prepared by the company and believed that the financial reports of the company were true, accurate and complete, without fraud, fraud and major misstatement, nor major accounting error adjustment, major accounting policy and estimation changes, matters involving important accounting judgments, and matters leading to non-standard unqualified audit reports.
(II) supervise and evaluate the work of external audit institutions
The audit committee has supervised and evaluated the financial audit work performed by the hired audit institutions, and believes that Huaxing Certified Public Accountants (special general partnership) (hereinafter referred to as “Huaxing certified public accountants”) has the qualification of securities and futures related business audit, and has rich experience and professional quality in the audit of listed companies. As the audit institution of the company, Huaxing certified public accountants has conscientiously and responsibly completed various tasks in the annual audit, diligently performed relevant responsibilities, and the audit report issued objectively and fairly reflects the company’s financial status, operating results and cash flow. After deliberation by the audit committee, the board of directors was proposed to renew the appointment of Huaxing certified public accountants as the external audit institution in 2021.
(III) guide internal audit
During the reporting period, the audit committee of the board of directors carefully reviewed the company’s internal audit work summary and work plan, timely urged the company’s internal audit organization to carry out work in strict accordance with the work plan, and put forward guiding opinions on the problems encountered in internal audit.
(IV) evaluate the effectiveness of internal control
The audit committee gave full play to the role of professional committees and actively promoted the construction of the company’s internal control system. During the reporting period, the audit committee reviewed the company’s internal control evaluation report and believed that the report basically reflected the company’s internal control and there were no major defects.
(V) strengthen coordination and communication
During the reporting period, actively coordinate the communication between the company’s management and external audit institutions on major audit matters through meetings, and fully listen to the opinions of all parties in the implementation of annual financial report audit and internal control audit. At the same time, urge the relevant internal departments of the company to actively cooperate with the audit institutions to carry out the audit work, and improve the efficiency of financial report audit and internal control audit.
(VI) review of related party transactions
During the reporting period, the audit committee of the board of directors continued to strengthen the audit of related party transactions to ensure the legality and compliance of all related party transactions of the company. During the reporting period, the related party transactions of the company were reviewed and disclosed in strict accordance with relevant regulations, the relevant decision-making procedures were legal and compliant, the transaction pricing was fair and reasonable, and there was no damage to the shareholders’ rights and interests of the company and non related parties or loss of the company’s assets.
(VII) changes in accounting policies
During the reporting period, the company changed and adjusted the company’s accounting policies in accordance with the notice on revising and Issuing the accounting standards for Business Enterprises No. 21 – leasing (CK [2018] No. 35) (hereinafter referred to as the “new leasing standards”) issued by the Ministry of finance of the people’s Republic of China in December 2018, which was in line with relevant laws and regulations and the articles of association, and there was no damage to the interests of the company and shareholders.
(VIII) supervise the deposit and use of the company’s raised funds. During the reporting period, the audit committee of the board of directors reviewed the special report on the deposit and actual use of the company’s annual and semi annual raised funds. The company has implemented corresponding decision-making procedures for the storage, use and management of raised funds, which comply with the relevant provisions of the Shenzhen Stock Exchange GEM Listing Rules, the Shenzhen Stock Exchange GEM listed companies standardized operation guidelines and the company’s measures for the management of raised funds, and there are no violations in the management and use of raised funds.
4、 Overall evaluation
During the reporting period, the audit committee of the board of directors of the company conscientiously complied with relevant laws and regulations, performed its duties diligently and scrupulously, and performed its duties well. In 2022, the audit committee of the board of directors of the company will continue to better perform the duties of the audit committee in accordance with the regulatory requirements, promote the continuous optimization of the company’s internal control system and the improvement of operating efficiency, and effectively safeguard the common interests of the company and all shareholders.
It is hereby announced.
Profit Cultural & Creative Group Co.Ltd(300640) board of directors audit committee
March 18, 2022
