Securities code: Beijing New Building Materials Public Limited Company(000786) securities abbreviation: Beijing New Building Materials Public Limited Company(000786) Announcement No.: 2022026
Beijing New Building Materials Public Limited Company(000786)
Announcement of proposed change 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 without false records, misleading statements or major omissions.
Special tips:
The company employs Tianzhi International Certified Public Accountants (special general partnership) as the company’s audit institution in 2021. In view of its continuous provision of audit services for the company for 8 years, in order to ensure the independence of the company’s audit work, the company plans to employ Zhongshen Zhonghuan Certified Public Accountants (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022.
Beijing New Building Materials Public Limited Company(000786) (hereinafter referred to as the company) held the 14th meeting of the 6th board of directors and the 14th meeting of the 6th board of supervisors on March 21, 2022, and deliberated and adopted the proposal on determining the audit fees in 2021 and appointing the audit institution in 2022.
The company employs Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as Tianzhi International) as the company’s audit institution in 2021, which is mainly responsible for the company’s financial audit, internal control audit and other work in 2021. According to the actual workload of Tianzhi international, it is determined that the company will pay a total of 2.62 million yuan of audit fees in 2021 (including 2.4 million yuan of annual report audit fees and 220000 yuan of internal control audit fees). The travel, accommodation and other expenses incurred for the audit shall be borne by the company according to the facts.
The company plans to appoint Zhongshen Zhonghuan Certified Public Accountants (special general partnership) (hereinafter referred to as Zhongshen Zhonghuan) as the company’s financial audit institution and internal control audit institution in 2022. The term of office expires at the end of the 2022 general meeting of shareholders. The general meeting of shareholders is requested to authorize the board of directors to determine the audit fees in 2022 according to the audit workload and market level in 2022.
This matter needs to be submitted to the general meeting of shareholders of the company for deliberation. The specific matters of the proposed change of accounting firm are hereby announced as follows:
1、 Basic information of the accounting firm to be changed
(I) institutional information
1. Basic information
(1) Organization Name: Zhongshen Zhonghuan Certified Public Accountants (special general partnership)
(2) Date of establishment: zhongshenzhonghuan was founded in 1987. It is one of the first large accounting firms approved by the state to engage in Securities and futures related business and financial business audit. According to the filing list of accounting firms engaged in securities services issued by the Ministry of Finance and the CSRC, the exchange is qualified as an audit institution for the issuance of shares and bonds by joint stock limited companies. In November 2013, it was transformed into special general partnership according to relevant requirements of the Ministry of finance.
(3) Organization form: special general partnership
(4) Registered address: floor 2-9, No. 169, Donghu Road, Wuchang District, Wuhan City, Hubei Province.
(5) Chief partner: Shi Wenxian
(6) At the end of 2021, there were 199 partners, 1282 certified public accountants and 780 certified public accountants who signed the audit report of securities service business.
(7) In 2020, the total audited income was 1946474 million yuan, the audit business income was 1 Rockontrol Technology Group Co.Ltd(688051) 5 million yuan and the securities business income was 4678351 million yuan.
(8) In 2020, there were 179 audit clients of listed companies, mainly in manufacturing, wholesale and retail, real estate, power, heat, gas and water production and supply, agriculture, forestry, animal husbandry, fishery, information transmission, software and information technology services, mining, culture, sports and entertainment. The audit fee was 181075300 yuan, and there were 92 audit clients of Listed Companies in the same industry.
2. Investor protection ability
Zhongshen Zhonghuan purchases professional liability insurance according to the scale of business income every year, and makes supplementary provision for professional risk fund. The cumulative compensation limit of the purchased professional insurance is 800 million yuan, which has not been used yet, and can bear the civil compensation liability caused by audit failure.
3. Integrity record
(1) Zhongshen Zhonghuan has not been subject to criminal punishment, self-discipline supervision measures and disciplinary sanctions in the past three years, has been subject to administrative punishment once for practicing behavior in the last three years, and has been subject to supervision and management measures 22 times for practicing behavior in the last three years.
(2) 45 practitioners have received criminal punishment 0 times, administrative punishment 2 times, administrative measures 43 times, self-discipline and supervision measures 0 times and disciplinary sanctions 0 times in the past three years.
(II) project information
1. Basic information
Project partner: Hao Guomin, who became a Chinese certified public accountant in 2003, has been engaged in the audit of listed companies since 2004, has been practicing in Zhongshen Zhonghuan since 2014, and has provided audit services for the company since 2022. Audit reports of 10 listed companies have been signed in the last three years.
Signature certified public accountant: Ning Hong, who became a Chinese certified public accountant in 2002, has been engaged in the audit of listed companies since 2006, has been practicing in Zhongshen Zhonghuan since 2017, and has provided audit services for the company since 2022. Audit reports of 0 listed companies signed in the last 3 years.
Partner of project quality control review: according to the quality control policies and procedures of Zhongshen Zhonghuan, the partner of project quality control review is an suqiang, who became a Chinese certified public accountant in 2007, began to engage in the audit of Listed Companies in 2005, began to practice in Zhongshen Zhonghuan in 2013, and provided audit services for the company from 2022. Review the audit reports of 6 listed companies in the last three years.
2. Integrity record
An suqiang, the partner of project quality control review, Hao Guomin, the partner of the project, and Ning Hong, the signing certified public accountant, have not been subject to criminal punishment, administrative punishment, administrative supervision measures and self-discipline punishment in the past three years.
3. Independence
There are no circumstances that may affect the independence of Zhongshen Zhonghuan and project partner Hao Guomin, signed CPA Ning Hong and project quality control reviewer an suqiang.
4. Audit fees
Determine the audit fee in 2022 according to the audit workload and market level in 2022.
2、 Description of the proposed change of accounting firm
(I) previous accounting firms and audit opinions of the previous year
1. Name of former accounting firm: Tianzhi international accounting firm (special general partnership);
Audit service provided: 8 years;
3. Type of audit opinion in 2021: standard unqualified audit opinion;
4. The company does not dismiss the former accounting firm after entrusting the former accounting firm to carry out some audit work.
(II) reasons for the proposed change of accounting firm
In view of the fact that Tianzhi international, originally appointed by the company, has provided audit services for the company for 8 consecutive years, in order to ensure the independence of the company’s audit work, the company plans to appoint Zhongshen Zhonghuan as the company’s financial audit institution and internal control audit institution in 2022.
(III) communication between the listed company and previous accounting firms
The company has communicated with Tianzhi international and Zhongshen Zhonghuan in advance on the matter of changing the accounting firm. Both parties know that there is no objection to this matter. The previous and subsequent accounting firms will do a good job of communication and cooperation in accordance with the auditing standards for Chinese certified public accountants No. 1153 – communication between former and future accountants and other relevant requirements.
3、 Procedures to be performed by the accounting firm to be changed
(I) opinions of the audit committee
We have reviewed the relevant qualifications, experience, project partners, certified public accountants to be signed and the qualifications and independence of project quality control reviewers of China audit Zhonghuan, and believe that China audit Zhonghuan has the business qualifications related to securities and Futures and the experience and ability to provide audit services for many listed companies, can meet the work requirements of the company’s financial audit and internal control audit, and has the ability to protect investors, It is agreed to propose to the board of directors to employ zhongshenzhonghuan as the company’s financial audit institution and internal control audit institution in 2022, and carry out financial audit (including raised funds audit) and internal control audit for the company in 2022.
(II) prior approval opinions of independent directors
We have carefully considered the proposal on determining the audit fee in 2021 and appointing the audit institution in 2022 submitted by the company. After verification, zhongshenzhonghuan has the qualification and independence of securities and futures related businesses, has rich experience in the audit of listed companies and is competent for the financial audit and internal control audit of the company in 2022, and can protect the interests of listed companies and all shareholders. It is agreed to recommend and employ Zhongshen Zhonghuan as the company’s financial audit institution and internal control audit institution in 2022 to carry out financial audit (including the audit of raised funds) and internal control audit for the company in 2022, and agree to submit the above matters to the 14th meeting of the sixth board of directors for deliberation.
(III) independent opinions of independent directors
Zhongshen Zhonghuan has securities and futures related business qualifications, rich professional experience, sufficient independence and investor protection ability, and can meet the requirements of the company’s audit work. The company appoints zhongzhonghuan as the audit institution in 2022. The review procedures comply with the relevant laws and regulations such as the company law, the securities law and the relevant provisions of the articles of association, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders.
Therefore, it is agreed to appoint zhongshenzhonghuan as the company’s financial audit institution and internal control audit institution in 2022, carry out financial audit (including the audit of raised funds) and internal control audit for the company in 2022, and agree to submit the above matters to the company’s 2021 annual general meeting for deliberation.
(IV) review procedure
The 14th meeting of the 6th board of directors of the company passed the proposal on determining the audit fees in 2021 and appointing the audit institution in 2022 by 9 votes in favor, 0 against and 0 abstention, and agreed to employ zhongzhonghuan as the financial audit institution and internal control audit institution of the company in 2022, and carry out the financial audit (including the audit of raised funds) and internal control audit for the company in 2022, The term of office expires at the end of the general meeting of shareholders in 2022. The general meeting of shareholders is requested to authorize the board of directors to determine the audit fee in 2022 according to the business volume and market level of the audit work in 2022. The proposal was also deliberated and adopted at the 14th meeting of the sixth board of supervisors. The appointment of an accounting firm needs to be submitted to the general meeting of shareholders of the company for deliberation.
4、 Filing documents
1. Resolutions of the 14th meeting of the 6th board of directors
2. Resolution of the 14th meeting of the 6th board of supervisors
3. Resolutions of the 38th meeting of the audit committee of the 6th board of directors
4. Prior approval letter of independent directors on the appointment of audit institutions in 2022
5. Independent opinions of independent directors on the appointment of audit institutions in 2022
6. Description of the proposed accounting firm on its basic information
7. The business license of the accounting firm, the information and contact information of the main person in charge and the contact person of the regulatory business, the identity certificate of the certified public accountant to be responsible for the specific audit business, the practice license and contact information.
It is hereby announced.
Beijing New Building Materials Public Limited Company(000786)
Board of directors
March 21, 2022
