Securities code: Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) securities abbreviation: Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) Announcement No.: 202214 Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047)
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.
Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) (hereinafter referred to as “the company”) held the 14th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors on March 22, 2022, deliberated and approved the proposal on renewing the appointment of the audit institution in 2022, and proposed to renew Dahua Certified Public Accountants (special general partnership) as the audit institution of the company in 2022. This matter still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. Relevant matters are hereby announced as follows:
1、 Description of the proposed renewal of the accounting firm
Since being employed as the company’s financial audit institution, Dahua Certified Public Accountants (special general partnership) has complied with the independent, objective and fair practice standards, better fulfilled the responsibilities and obligations stipulated by both parties, and successfully completed the company’s audit work. In order to maintain the continuity of the company’s audit work, it is proposed to renew Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 for one year, and the audit fee shall be determined according to the actual audit needs of the company.
2、 Basic information of the accounting firm to be employed
1. Basic information
(1) Name of Dahua general accounting firm
(2) Nature of organization: special general partnership
(3) Registered address: 1101, building 7, yard 16, Middle West Fourth Ring Road, Haidian District, Beijing
(4) History: Dahua Certified Public Accountants (special general partnership) originated from the establishment jointly initiated by Shanghai Finance Bureau and Shanghai University of Finance and economics in October 1985. On November 26, 2009, in order to meet the needs of the development of the situation and in accordance with the strategic policy of the Ministry of Finance on Several Opinions on accelerating the development of China’s certified public accountants industry, Beijing Lixin certified public accountants Co., Ltd. merged with several large-scale accounting firms such as Guangdong Dahua Delu Certified Public Accountants (special general partnership). After the merger, reorganization and integration, Beijing Lixin certified public accountants Co., Ltd. was renamed “Lixin Dahua certified public accountants Co., Ltd.”. On August 31, 2011, it was renamed “Dahua certified public accountants Co., Ltd.”. In September 2011, it was transformed into a special general partnership accounting firm in accordance with the Interim Provisions on promoting large and medium-sized accounting firms to adopt the organizational form of special general partnership jointly issued by the Ministry of Finance and the State Administration for Industry and commerce. On November 3, 2011, “Dahua Certified Public Accountants (special general partnership)” obtained the reply of Beijing Municipal Bureau of Finance (jckkk [2011] No. 0101). On February 9, 2012, Dahua Certified Public Accountants (special general partnership) was registered and established with the approval of Beijing Administration for Industry and commerce.
(5) Business qualification: in 1992, it was the first batch to obtain the securities and futures related business license of accounting firm issued by the Ministry of Finance and China Securities Regulatory Commission. In 2006, it was recognized by PCAOB to obtain the audit business qualification of American listed companies. In 2010, it was the first batch to obtain the audit business qualification of H-share listed companies. In 2012, it has obtained the Filing Certificate of security and confidentiality conditions for military secret related business consulting services.
2. Personnel information
Number of partners as of December 31, 2021: 264
As of December 31, 2021, the number of Certified Public Accountants: 1481, including 929 certified public accountants who have signed the audit report of securities service business
3. Business scale
Total business income in 2020: 2520553200 yuan
Audit revenue in 2020: 2253578000 yuan
Securities business income in 2020: 1095351900 yuan
Number of audit clients of Listed Companies in 2020: 376
Total annual report audit fees of Listed Companies in 2020: 417 million yuan
Main industries: manufacturing, information transmission software and information technology services, real estate, wholesale and retail, construction
Number of audit clients of Listed Companies in the same industry: 32
4. Investor protection ability
Amount of occupational risk fund at the end of 2020: 4059200 yuan
Cumulative compensation limit of professional liability insurance: 70 million yuan
Relevant occupational insurance can cover the civil liability caused by audit failure.
The withdrawal of occupational risk fund or the purchase of occupational insurance shall comply with relevant regulations.
Civil liability in civil litigation related to practice in recent three years: None
5. Integrity record
In recent three years, Dahua Certified Public Accountants (special general partnership) has been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 24 times, self-discipline supervision measures 0 times and disciplinary punishment 2 times for its practice. In the past three years, 54 employees have been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 25 times, self-discipline and supervision measures 0 times and disciplinary punishment 3 times for their practice behavior.
(II) project information
1. Basic information
Project partner: Zhou Junxiang, certified public accountant and partner, has been engaged in audit business since 1993. So far, he has been responsible for the restructuring and listing audit of many enterprises, annual audit of listed companies, assets and capital verification, performance appraisal, etc. He has securities service business experience, has been engaged in securities business for 27 years, and has corresponding professional competence.
Certified public accountant signing the project: Zhou Junxiang. See “resume of project partner” for details.
Certified public accountant signing the project: Zhang Yanyan, who became a certified public accountant in July 2021, began to audit listed companies in November 2009 and began to practice in Dahua certified public accountants in December 2021; No audit report of other listed companies has been signed in the past three years.
Person in charge of project quality control: Zhu Juan, who became a certified public accountant in November 2003, began to engage in the audit business of Listed Companies in December 2009 and began to practice in Dahua certified public accountants in November 2019; Audit reports of listed companies signed in recent three years: 2 times.
2. Integrity records of the above relevant personnel
The project partner, the signing certified public accountant and the person in charge of project quality control have not been subject to criminal punishment, administrative punishment, supervision and management measures, self-discipline supervision measures and disciplinary sanctions in recent three years.
3. Independence
Dahua Certified Public Accountants (special general partnership) and the above personnel do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
4. Audit fees
Pricing principle of audit fees: the final audit fees shall be determined according to the company’s business scale, industry, complexity of accounting treatment and other factors, as well as the auditors required for the audit of the company’s annual report, the workload invested and the charging standard of the firm.
3、 Procedures to be performed by the accounting firm to be renewed
(I) deliberation and voting of proposals by the board of directors
The company held the 14th meeting of the 5th board of directors on March 22, 2022. With 9 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on renewing the appointment of audit institution in 2022 was deliberated and adopted, and Dahua Certified Public Accountants (special general partnership) was agreed to be the company’s audit institution in 2022. The matter still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(II) deliberation and voting of the board of supervisors on the proposal
The company held the 13th meeting of the 5th board of supervisors on March 22, 2022. With 3 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on renewing the appointment of the audit institution in 2022 was deliberated and adopted, and Dahua Certified Public Accountants (special general partnership) was agreed to be the audit institution of the company in 2022. The matter still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(III) performance of the audit committee
The audit committee of the board of directors of the company has verified and evaluated the audit work completed by Dahua Certified Public Accountants (special general partnership) in 2021 and its practice quality, and believes that it adheres to the principle of independent audit, objectively, fairly and fairly reflects the company’s financial situation and operating results, and earnestly performs the responsibilities of the audit institution, Agree to propose to the board of directors to reappoint Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022, and agree to submit the proposal to the 14th meeting of the Fifth Board of directors for deliberation.
(IV) prior approval and independent opinions of independent directors
1. Prior approval opinions of independent directors:
Dahua Certified Public Accountants (special general partnership) has the qualification to engage in Securities and futures related businesses, and has the experience and ability to provide audit services for listed companies. During its tenure as the company’s audit institution, Dahua Certified Public Accountants (special general partnership) can scrupulously abide by its duties and follow independent, objective and fair professional standards. Re employment is conducive to ensuring the quality and continuity of the company’s audit work and protecting the interests of the company and other shareholders, especially the interests of minority shareholders. The company’s procedures for the renewal of the audit institution comply with the provisions of relevant laws and regulations and the articles of association. It is agreed to submit the matter to the meeting of the company’s board of directors for deliberation and submit it to the general meeting of shareholders for deliberation after the deliberation and approval of the board of directors.
2. Independent opinions of independent directors:
Dahua Certified Public Accountants (special general partnership) has the practice certificate of certified public accountants and the business license related to securities and futures, has the experience and ability to provide audit services for listed companies, can provide fair and fair audit services for the company, meet the requirements of the company’s audit work in 2022, and does not damage the interests of the company and all shareholders. The review procedures for the renewal of Dahua Certified Public Accountants (special general partnership) comply with the provisions of relevant laws, regulations and the articles of association. Agree to renew the appointment of Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022, submit to the general meeting of shareholders to authorize the board of directors to negotiate with Dahua Certified Public Accountants (special general partnership) to determine the relevant audit fees according to the specific audit requirements and audit scope in 2022, and agree to submit the proposal to the general meeting of shareholders for deliberation.
(V) effective date
The renewal of the audit institution in 2022 needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation and effective from the date of deliberation and approval by the general meeting of shareholders.
4、 Documents for future reference
1. Resolutions of the 14th meeting of the 5th board of directors;
2. Resolutions of the 13th meeting of the 5th board of supervisors;
3. Supporting documents on the performance of the Audit Committee;
4. Prior approval opinions of independent directors on matters related to the 14th meeting of the Fifth Board of directors of the company; 5. Independent opinions of independent directors on annual report and other matters.
6. The business license of the accounting firm to be employed, the information and contact information of the main person in charge and the contact person of the regulatory business, and the identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business.
It is hereby announced.
Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) board of directors
March 23, 2022
