Shanghai Environment Group Co.Ltd(601200)
2021 performance report of the audit committee of the board of directors
As a member of the audit committee of the second session of the board of directors of the company, in accordance with the relevant provisions of the standards for the governance of listed companies of the China Securities Regulatory Commission, the self regulatory guidelines for listed companies of Shanghai Stock Exchange No. 1 - standardized operation, the stock listing rules, the articles of association of Shanghai Environment Group Co.Ltd(601200) (hereinafter referred to as the "company") and the detailed rules for the work of the audit committee of the board of directors, based on the principle of diligence and responsibility, We have conscientiously performed our supervision duties, and now the report on the work in 2021 is as follows:
1、 Basic information of the audit committee of the board of directors
The audit committee of the second session of the board of directors is composed of three members: Mr. Wang Weisong, Mr. Jiang Haixi and Mr. Wang Xuejiang, including two independent directors.
Each member of the audit committee has professional knowledge and business experience that can be competent for the duties of the audit committee. The chairman is Mr. Wang Weisong, an independent director with professional experience in accounting and financial management, which meets the requirements of the regulations and relevant systems of Shanghai Stock Exchange. In the process of performing their duties, there is no situation affecting their independence. The personal work experience of the audit committee is summarized as follows:
Wang Weisong, male, Han nationality, born in November 1959, Bachelor of engineering, master of engineering, doctor of management and associate professor of Tongji University. He began working in July 1982 and joined the Communist Party of China in June 1992. He has successively served as the vice president of the school of accounting of Shanghai University of Finance and economics, and is now an associate professor of the school of accounting of Shanghai University of Finance and economics.
Jiang Haixi, male, Han nationality, born in October 1981, Jiangsu nationality, postgraduate degree, doctor of engineering, senior engineer. He started working in September 2009 and joined the Communist Party of China in July 2008. He has successively served as the assistant to the chief engineer of the second field headquarters of the first business division of the road and bridge business division of Shanghai urban construction investment and Development Corporation, the chief engineer of the second field headquarters of the first business division of Shanghai Urban Investment Highway Investment (Group) Co., Ltd., the commander of the first field headquarters of the second business division, and the senior business director of the project management department (major office) of Shanghai Urban Investment (Group) Co., Ltd, He is currently the Deputy General Manager (deputy director) of the project management department (major office) of Shanghai Urban Investment (Group) Co., Ltd.
Wang Xuejiang, male, Han nationality, born in December 1974, is a doctoral student, professor and doctoral supervisor. From June 2003 to December 2005, he successively engaged in post doctoral research at Tongji University and Ecole Central de Lyon, France. Since 2006, he has taught at the school of environmental science and engineering of Tongji University. From August 2013 to April 2014, he engaged in senior visiting scholar research at Columbia branch of the University of Missouri. At present, he is also an adjunct professor of Jinggangshan University, senior researcher of China Australia Joint Research Center for soil and food safety, and senior researcher of Tongji Berkeley (USA) environmental remediation technology research center.
2、 Annual meeting of the audit committee of the board of directors
During the reporting period, the audit committee of the board of directors of the company conscientiously performed its duties in accordance with the company law, the standards for the governance of listed companies, the articles of association, the detailed rules for the work of the audit committee of the board of directors and other relevant provisions, and held a total of 8 meetings. Each meeting met the legal conditions. The specific contents are as follows:
1. On January 7, 2021, the audit committee held its first meeting in 2021 to consider the proposal on the audit plan of the company's financial and internal control report in 2020, form a resolution and agree to the proposal.
2. On February 4, 2021, the audit committee held the second meeting in 2021 to consider the proposal on the company's daily connected transactions in 2020 and the expected daily connected transactions in 2021, and formed a resolution to agree to the proposal.
3. On March 16, 2021, the audit committee held its third meeting in 2021 to consider the proposal on Revising the company's accounting policies due to the change of accounting standards for business enterprises, the proposal on paying audit fees in 2020, the proposal on renewing the appointment of audit institutions in 2021, the proposal on the performance report of the audit committee of the board of directors in 2020 Proposal on the company's 2020 audit work summary and 2021 audit work plan, and formed a resolution to agree to the proposal.
4. On March 22, 2021, the audit committee held the 4th meeting in 2021 to consider the proposal on the company's 2020 financial statements and audit report, the proposal on the internal control audit report issued by certified public accountants, the proposal on the company's 2020 financial final accounts and 2021 financial budget, the proposal on the 2020 internal control evaluation report Proposal on the special report on the deposit and actual use of the company's raised funds in 2020, and formed a resolution to agree to the proposal.
5. On April 28, 2021, the audit committee held its 5th meeting in 2021 to consider the proposal on Shanghai Environment Group Co.Ltd(601200) 2021 first quarter report, and formed a resolution to agree to the proposal.
6. On August 20, 2021, the audit committee held the 6th meeting in 2021 to consider the proposal on the company's 2021 semi annual report and summary and the proposal on Revising the company's accounting policies due to the change of accounting standards for business enterprises, and formed a resolution to agree to the proposal. 7. On September 3, 2021, the audit committee held its 7th meeting in 2021 to consider the proposal on signing house leasing and property management agreement and related party transactions, and formed a resolution to agree to the proposal.
8. On October 28, 2021, the audit committee held the 8th meeting in 2021 to consider the proposal on Shanghai Environment Group Co.Ltd(601200) report for the third quarter of 2021, and formed a resolution to agree to the proposal.
3、 Main work contents of the audit committee of the board of directors in 2021
1. Supervise and evaluate the work of external audit institutions
After the deliberation and approval of the company's 2019 annual general meeting, Ernst & Young Certified Public Accountants (special general partnership) is the company's 2020 financial audit institution and internal control audit institution. During the service of Ernst & young, we timely evaluated the independence and professionalism of the audit institution and the working team, carefully reviewed the audit plan and relevant materials, fully communicated with the Ernst & young team on the audit scope, audit plan, audit methods and other matters, and put forward opinions and requirements on the overall scheme of the audit; We continue to maintain full communication with the Ernst & Young audit team and urge the Ernst & Young audit team to implement the audit procedures in strict accordance with the requirements of the auditing standards for Chinese certified public accountants.
We believe that Ernst & Young Certified Public Accountants (special general partnership) was able to complete all entrusted work according to the company's requirements in the audit service in 2020, was diligent and conscientious, and always followed the independent, objective and fair practice standards. In view of this, in order to maintain the continuity of the company's audit business, after deliberation and voting by the audit committee, it is proposed to the board of directors of the company to continue to employ Ernst & Young Certified Public Accountants (special general partnership) as the company's financial audit institution and internal control audit institution in 2021.
2. Review the financial reports of listed companies and express opinions on them
During the reporting period, we reviewed the company's quarterly, semi annual and annual financial reports respectively, and believed that the company's financial reports truly, completely and fairly reflected the company's financial status, operating results and cash flow, and there were no fraud, fraud and material misstatement related to the financial reports, nor were there any major accounting error adjustment, major accounting policy and estimation changes Matters involving important accounting judgments and matters leading to non-standard unqualified audit reports shall be formed and submitted to the board of directors for deliberation.
3. Guide internal audit
We reviewed the company's internal audit work plan, recognized the feasibility of the plan, and urged the audit department to implement it in strict accordance with the audit plan. We review the annual internal audit report submitted by the audit department and evaluate the results of internal audit. During the reporting period, we found no major or important problems in the internal audit, which was effective.
4. Evaluate the effectiveness of internal control
During the reporting period, we urged the company's internal audit institution to complete the company's internal control evaluation report. On the basis of carefully reviewing the company's internal control evaluation report in 2020 and the company's internal control audit report in 2020 issued by Ernst & Young accounting firm, we believe that the company has designed and established a relatively perfect internal control system in accordance with the company law, securities law and other laws and regulations and the requirements of relevant regulations of China Securities Regulatory Commission 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. We believe that the actual operation of the company's internal control meets the requirements of the governance norms of listed companies issued by the CSRC, and there are no major and important defects in the implementation of internal control. 5. Related party transaction control and daily management
During the reporting period, based on the principles of independence, objectivity and professionalism, the audit committee reviewed the proposal on the company's daily connected transactions in 2020 and the expected daily connected transactions in 2021 and the proposal on signing house leasing and property management agreements and connected transactions. We believe that the decision-making procedures of the company's connected transactions comply with relevant laws According to the regulations, normative documents and the articles of association, the related party transactions between the company and related parties are the normal business of the company and follow the market-oriented principle of equality, voluntariness and compensation for equal value. The prices of related party transactions are fair and reasonable and do not harm the interests of the company and other shareholders, especially small and medium-sized shareholders and non related shareholders.
4、 Overall evaluation
During the reporting period, the audit committee strictly performed its duties of supervision and audit in accordance with the standards for the governance of listed companies, the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 - standardized operation, and the working rules of the audit committee of the board of directors of the company. All members of the audit committee gave full play to their professional knowledge and professional experience, played an important role in supervising and evaluating external audit, guiding internal audit, evaluating the effectiveness of internal control and reviewing the company's financial information, and fulfilled the responsibilities and obligations of the audit committee.
In 2022, the audit committee will continue to adhere to the principles of prudence, objectivity and independence, perform its duties diligently, give full play to the audit supervision function, urge the company to further improve the internal control system, strengthen the awareness of internal control, prevent internal control risks, pay close attention to the company's daily production and operation and financial results, promote the stable operation and standardized operation of the company, and promote the continuous optimization of corporate governance, Earnestly safeguard the common interests of the company and all shareholders.
Shanghai Environment Group Co.Ltd(601200) the second session of the board of directors audit committee director: Wang Weisong audit committee member: Jiang Haixi Wang Xuejiang
