Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd
2021 performance report of the audit committee of the board of directors
In accordance with the standards for the governance of listed companies issued by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) In accordance with the articles of association of Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. (hereinafter referred to as the “articles of association”) and the terms of reference and implementation rules of the audit committee of the board of directors of Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. (hereinafter referred to as the “terms of reference and implementation rules of the audit committee”), during the reporting period, The audit committee of the 8th board of directors of Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. (hereinafter referred to as “the company”) is based on the principle of diligence and responsibility in reviewing the financial information and disclosure of the company and its holding subsidiaries / units (hereinafter referred to as “the group”), reviewing the internal control system of the group, supervising the internal audit system and its implementation of the group Relevant opinions or suggestions have been issued on the evaluation of the work of external audit institutions. The performance of duties in 2021 is reported as follows:
1、 Basic information of the audit committee
The term of office of the audit committee of the eighth board of directors of the company is from June 25, 2019 to June 2022
Until the 24th. As of December 31, 2021, the audit committee of the 8th board of directors of the company is composed of independent non-executive directors Mr. Tang Guliang, Ms. Li Ling and Mr. Wang Quandi. Mr. Tang Guliang is the chairman (convener) of the audit committee.
Mr. Jiang Xian, former member of the audit committee of the eighth board of directors, retired as an independent non-executive director and member of the audit committee of the company on June 11, 2021; On the same day, Mr. Wang Quandi, an independent non-executive director of the company, was appointed as a member of the audit committee of the eighth board of directors. Mr. Gong Ping, former member of the audit committee of the 8th board of directors, resigned from the non-executive director and member of the audit committee of the board of directors of the company on November 9, 2021; On the same day, Ms. Li Ling, the independent non-executive director of the company, was appointed as a member of the audit committee of the company.
2、 Meetings of the audit committee
During the reporting period, the audit committee of the board of directors of the company actively performed its duties in accordance with the governance standards for listed companies, the articles of association, the terms of reference and implementation rules of the audit committee and other relevant provisions of the CSRC. In 2021, the audit committee of the board of directors of the company held a total of 16 meetings. All members attended the meeting in person by means of on-site or communication, reviewed the group’s financial reports, daily connected / connected transactions and other matters, and provided suggestions for the group to strengthen the internal control mechanism.
3、 Main work contents of the audit committee in 2021
1. Regularly report the performance of duties in the audit work
In accordance with the terms of reference and implementation rules of the audit committee and regulatory requirements of the company, we have earnestly performed the review of the group’s annual report, semi annual report and quarterly report, and put forward professional opinions and suggestions on the preparation of periodic reports.
We listened to the audit plan of the accounting firm for the annual report, put forward specific opinions and requirements on the overall audit plan, and determined the relevant schedule. After the accounting firm enters the site, we strengthen communication with the annual audit accountant. After the accounting firm issues the preliminary audit opinion, we will review the annual financial statements of the group again.
During the reporting period, we carefully reviewed the financial report of the group and believed that the financial report of the company was true, complete and accurate, without fraud, fraud and material misstatement, nor major accounting error adjustment, major accounting policy and estimation changes, matters involving important accounting judgment and matters leading to non-standard unqualified audit report.
2. Supervise and evaluate the work of external audit institutions
During the annual financial statement audit and internal control audit, we fully communicated with Ernst & Young Huaming Certified Public Accountants (special general partnership) and Ernst & Young Certified Public Accountants (hereinafter referred to as “Ernst & Young”) on the audit scope, plan, method and other matters, and earnestly urged certified public accountants to audit with due diligence, And ensure that the audit report is issued on schedule. We believe that during the audit of the group, Ernst & Young has carried out the audit work in accordance with the relevant regulations and the requirements of the practice norms of certified public accountants, adhered to the independent audit standards, and diligently fulfilled the responsibilities and obligations stipulated by both parties. Therefore, we suggest that the company renew the appointment of Ernst & young as the external auditor in 2022.
3. Supervision and evaluation guidance on the construction of the group’s internal control system
The audit committee gave full play to its professional role and actively promoted the construction of the group’s internal control system. During the reporting period, we carefully reviewed the group’s internal audit work plan, recognized the feasibility of the plan, and urged the company’s internal audit institutions to strictly implement the audit plan. After reviewing the internal audit work report, no major problems were found in the internal audit work.
4. Evaluate the effectiveness of internal control
The company has established a relatively perfect corporate governance structure and governance system in accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China and other laws and regulations and the requirements of the relevant provisions of the CSRC and Shanghai Stock Exchange. During the reporting period, the company strictly implemented various laws, regulations, rules, articles of association and internal management systems, and standardized the operation of the general meeting of shareholders, the board of directors, the board of supervisors and the management, effectively protecting the legitimate rights and interests of the company and its shareholders. Therefore, we believe that the actual operation of the group’s internal control meets the requirements of the governance norms of listed companies issued by the CSRC.
5. Review of related / connected transactions of the company
During the reporting period, we reviewed the connected / connected transactions and found no damage to the interests of the company and its shareholders.
4、 Overall evaluation
During the reporting period, we performed the duties of the audit committee of the board of directors with due diligence in accordance with the operation guidelines of the audit committee of the board of directors of listed companies and the terms of reference and implementation rules of the audit committee of Shanghai Stock Exchange. In 2022, we will continue to follow the professional standards of independence, objectivity and impartiality and better complete the authorized responsibilities of the company and the board of directors.
Audit Committee of the board of directors of Shanghai Shanghai Fosun Pharmaceutical (Group) Co.Ltd(600196) (Group) Co., Ltd. March 22, 2002
