Securities code: Boya Bio-Pharmaceutical Group Co.Ltd(300294) securities abbreviation: Boya Bio-Pharmaceutical Group Co.Ltd(300294) Announcement No.: 2022015 Boya Bio-Pharmaceutical Group Co.Ltd(300294)
Announcement on reappointment of audit institutions in 2022
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Boya Bio-Pharmaceutical Group Co.Ltd(300294) (hereinafter referred to as “the company”) held the 15th meeting of the 7th board of directors and the 12th meeting of the 7th board of supervisors on March 22, 2022, deliberated and approved the proposal on the company’s reappointment of audit institution in 2022, and planned to reappoint Ernst & Young Huaming Certified Public Accountants (special general partnership) (hereinafter referred to as “Ernst & Young Huaming”) as the company’s audit institution in 2022, At the same time, it is employed as the audit institution of the company’s internal control. This matter needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval. Now the relevant matters are announced as follows:
1、 Description of the proposed accounting firm
An Yonghua Ming is qualified to engage in Securities and futures related businesses and has the experience and ability to provide audit services for listed companies. In providing audit services for the company, he can follow independent, objective and fair professional standards, fulfill his duties, and provide high-quality audit services for the company. The report issued by him can objectively and truly reflect the actual situation, financial status and operating results of the company, 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 continue to employ Ernst & Young Huaming Certified Public Accountants (special general partnership) as the financial audit institution of the company in 2022, and employ it as the audit institution of the company’s internal control.
In 2021, the audit fee of the company was 1.7 million yuan. The audit fee for 2022 will be determined by the company through consultation with the audit institution according to the actual business, market conditions and other factors.
2、 Basic information of the accounting firm to be employed
(I) institutional information
1. Basic information
(1) Organization Name: Ernst & Young Huaming Certified Public Accountants (special general partnership)
(2) Organization form: special general partnership
(3) Date of establishment: September 1992 (localization and transformation completed in August 2012)
(5) Chief partner: Mao Anning
(6) As of December 31, 2020, the number of partners was 189
(7) As of December 31, 2020, the number of certified public accountants was 1645. Among them, there are more than 1000 certified public accountants with experience in securities related business services, and 372 certified public accountants who have signed the audit report of securities service business.
(8) Total business revenue in 2020: 4.76 billion yuan
(9) Audit revenue in 2020: 4.589 billion yuan
(10) Securities business revenue in 2020: 2.146 billion yuan
(11) Number of annual report audit clients of A-share listed companies in 2020: 100
(12) Main industries: manufacturing, finance, wholesale and retail, information transmission, software and information technology services, real estate, etc
(13) Total annual report audit fees of A-share listed companies in 2020: 824 million yuan
(14) Number of audit clients of Listed Companies in the same industry: 10
2. Investor protection ability
Ernst & Young Huaming has good investor protection ability and has purchased professional insurance in accordance with relevant laws and regulations, covering Beijing head office and all branches. The sum of the accrued occupational risk fund and the purchased occupational insurance cumulative compensation limit exceeds 200 million yuan. Ernst & Young Huaming has not borne any civil liability due to civil litigation related to practice in recent three years.
3. Integrity record
Ernst & Young Huaming and its employees have not been subject to any criminal punishment or administrative punishment due to their professional behavior in recent three years, as well as the self-discipline supervision measures and disciplinary sanctions of self-discipline organizations such as stock exchanges and industry associations. It has twice received the decision of warning letter measures issued by the securities regulatory authority, involving 13 employees. The aforesaid decision to issue a warning letter is a supervisory and administrative measure, not an administrative penalty. According to the provisions of relevant laws and regulations, the supervision and management measures will not affect an Yonghua ming to continue to undertake or perform securities service business and other businesses.
(II) project information
1. Basic information
(1) Ms. Chen Boyi, the project partner and the first signing certified public accountant, became a certified public accountant in 2008, began to engage in the audit of Listed Companies in 2008, began to practice at Ernst & Young Huaming in 2005, will start to provide audit services for the company in 2021, and signed / reviewed the annual reports / internal control audit of two listed companies in recent three years
(2) Mr. Zhang Siwei, the reviewer of project quality control, became a certified public accountant in 2007, began to practice in Ernst & Young Huaming in 2005 and began to engage in the audit of listed companies. He will start to provide audit services for the company in 2021. He has signed / reviewed the annual reports / internal control audit of several listed companies in recent three years, involving industries including power, thermal power production and supply and non-ferrous metal mining and dressing.
(3) Ms. Wei Hongmei, the report signing accountant, became a certified public accountant in 2021, began to engage in the audit of Listed Companies in 2010 and began to practice at Ernst & Young Huaming in 2020. She will begin to provide audit services for the company in 2021. She has signed / reviewed the annual report / internal control audit of a listed company in recent three years, involving industries including railway, ship, aerospace and other transportation equipment manufacturing industries.
2. Integrity record
In the past three years, the above-mentioned project partners, signing certified public accountants and project quality control reviewers 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
Ernst & Young Huaming, the above project partners, the signing certified public accountants and the project quality control reviewers do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants, and can maintain their independence in the audit of the project.
4. Audit fees
Ernst & Young Huaming will provide the company with audit services in 2022, and the audit fee will be charged according to the service days of staff required by Ernst & Young Huaming to provide audit services and the daily charging standard of each staff. The service days of staff are determined according to the nature and complexity of audit services, and the daily charging standard of each staff is determined according to the professional skill level of practitioners.
The audit fee of the company in 2022 shall be determined by the management authorized by the general meeting of shareholders of the company through consultation with Ernst & Young Huaming according to the audit workload of the company in 2022 and the principle of fair and reasonable pricing.
3、 Procedures to be performed by the accounting firm to be renewed
1. Deliberations of the board of Auditors
The audit committee of the board of directors of the company fully understood and communicated with Ernst & Young Huaming Certified Public Accountants (special general partnership) in advance, reviewed the materials provided by the audit institution and made professional judgment, considered that Ernst & Young Huaming could meet the requirements of the company for the audit institution in terms of independence, professional competence and investor protection ability, and agreed to renew the appointment of Ernst & Young Huaming as the audit institution of the company in 2022, At the same time, it is employed as the audit institution of the company’s internal control.
2. Deliberations of the board of directors
On March 22, 2022, the company held the 15th meeting of the 7th board of directors, deliberated and passed the proposal on renewing the appointment of the audit institution in 2022. The board of directors agreed to renew the appointment of Ernst & Young Huaming Certified Public Accountants (special general partnership) as the audit institution of the company in 2022, and hired it as the audit institution of the company’s internal control. The board of directors of the company requests the general meeting of shareholders to authorize the management to determine its annual audit fee according to the specific workload and market price level of the audit in 2022.
3. Deliberation of the board of supervisors
On March 22, 2022, the company held the 12th meeting of the 7th board of supervisors, which deliberated and approved the proposal on renewing the appointment of the audit institution in 2022. The board of supervisors held that in order to maintain the stability and sustainability of the company’s audit work, the board of supervisors agreed to renew the appointment of Ernst & Young Huaming accounting firm (special general partnership) as the audit institution of the company in 2022 and employ it as the audit institution of the company’s internal control, Agree to request the general meeting of shareholders to authorize the management to determine its annual audit fee according to the specific workload and market price level of the audit in 2022, and agree to submit the proposal to the general meeting of shareholders for deliberation.
4. Prior approval opinions and independent opinions of independent directors
The independent directors of the company gave their prior approval opinions on this matter: in order to maintain the stability and continuity of the company’s audit work, the independent directors agreed to renew the appointment of Ernst & Young Huaming Certified Public Accountants (special general partnership) as the company’s audit institution in 2022, and employ it as the audit institution of the company’s internal control.
All the independent directors agreed that in order to maintain the stability and continuity of the audit work, the independent directors agreed to renew the appointment of Ernst & Young Huaming Certified Public Accountants (special general partnership) as the audit institution of the company in 2022 and employ it as the audit institution of the company’s internal control. Agree to request the general meeting of shareholders to authorize the management to determine its annual audit fee according to the specific workload and market price level of the audit in 2022, and agree to submit the proposal to the general meeting of shareholders for deliberation.
4、 Filing documents
1. Resolution of the 15th meeting of the 7th board of directors
2. Resolution of the 12th meeting of the 7th board of supervisors
3. Prior approval opinions of independent directors on relevant matters of the 15th meeting of the seventh board of directors
4. Independent opinions of independent directors on matters related to the 15th meeting of the seventh board of directors
5. The business license of Ernst & Young Huaming Certified Public Accountants (special general partnership), the information and contact information of the main person in charge and the contact person of the regulatory business, and the identity certificate, license and contact information of the certified public accountant to be responsible for the specific audit business
It is hereby announced.
Boya Bio-Pharmaceutical Group Co.Ltd(300294) board of directors March 22, 2022