Securities code: Bank Of Qingdao Co.Ltd(002948) securities abbreviation: Bank Of Qingdao Co.Ltd(002948) Announcement No.: 2022020 Bank Of Qingdao Co.Ltd(002948)
Announcement on the proposed renewal of the accounting firm in 2022
The bank and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete, and there are no false records, misleading statements or major omissions.
Bank Of Qingdao Co.Ltd(002948) (hereinafter referred to as “the bank”) held the 11th meeting of the 8th board of directors on March 25, 2022, deliberated and approved the proposal on employing Bank Of Qingdao Co.Ltd(002948) 2022 external audit institution and its remuneration, and planned to continue to employ KPMG Huazhen Certified Public Accountants (special general partnership) as the bank’s domestic audit institution in 2022, Continue to employ KPMG as the bank’s overseas audit institution in 2022, and agree to submit the proposal to the general meeting of shareholders for deliberation.
In accordance with relevant regulations, the Bank hereby announces the matters related to the proposed renewal of the accounting firm as follows:
1、 Basic information of the accounting firm to be renewed
(I) institutional information
1. KPMG Huazhen Certified Public Accountants (special general partnership)
(1) Basic information
KPMG Huazhen certified public accountants was established in Beijing on August 18, 1992. It was approved by the Ministry of finance to be transformed into a special general partnership on July 5, 2012. It was renamed KPMG Huazhen Certified Public Accountants (special general partnership) (hereinafter referred to as “KPMG Huazhen”). It obtained the industrial and commercial business license on July 10, 2012 and officially operated on August 1, 2012.
KPMG Huazhen general office is located in Beijing and its registered address is 8 / F, building 2, East Oriental Plaza, No. 1, East Chang’an Street, Dongcheng District, Beijing.
Zou Jun, the chief partner of KPMG Huazhen, is a Chinese national with the qualification of Chinese certified public accountant.
On December 31, 2021, KPMG Huazhen had 199 partners and 977 certified public accountants, of which more than 210 certified public accountants signed the audit report of securities service business.
KPMG Huazhen’s total audited business income in 2020 exceeded RMB 3.4 billion, including audit business income of more than RMB 3.1 billion (including domestic legal securities business income of more than RMB 600 million, other securities business income of more than RMB 700 million, and securities business income of more than RMB 1.3 billion).
KPMG Huazhen has 57 annual report audit clients of Listed Companies in 2020, and the total audit fees of financial statements of listed companies are RMB 356 million. The main industries of these listed companies are manufacturing, finance, mining, power, heat, gas and water production and supply, wholesale and retail, transportation, storage and postal services, real estate, leasing and business services, scientific research and technical services, water conservancy, environment and public facilities management, information transmission, software and information technology services, as well as health and social work. KPMG Huazhen had 15 audit clients of Listed Companies in the same industry in 2020.
(2) Investor protection ability
The sum of the cumulative compensation limit of occupational insurance purchased by KPMG Huazhen and the accrued occupational risk fund exceeds 200 million yuan, which is in line with the relevant provisions of laws and regulations. KPMG Huazhen has not been subject to civil liability due to civil litigation related to its practice in recent three years.
(3) Integrity record
KPMG Huazhen and its employees have not been subject to any criminal punishment, administrative punishment, administrative supervision measures of the CSRC and its dispatched offices, or self-discipline supervision measures or disciplinary sanctions of self-discipline organizations such as stock exchanges and industry associations in recent three years.
2. KPMG
KPMG accounting firm (“KPMG Hong Kong”) is a partnership firm established under the laws of Hong Kong and wholly owned by its partners. KPMG Hong Kong has provided professional services such as audit, tax and consulting in Hong Kong since 1945, and provided audit services for many listed companies in Hong Kong, including banking, insurance, securities and other financial institutions. KPMG Hong Kong has been a member of the global organization of independent members associated with KPMG international since its establishment.
KPMG Hong Kong has been registered as an auditor of public interest entities under the Hong Kong Financial Reporting Bureau Ordinance since October 1, 2019. In addition, KPMG Hong Kong has obtained the temporary audit business license in China with the approval of the Ministry of finance of the people’s Republic of China, and is an accounting firm registered in US PCAOB (American public company accounting supervision committee) and Japanese Financial Services Agency (Japan financial agency) to engage in relevant audit business.
In December 2021, KPMG Hong Kong has more than 2000 employees. KPMG Hong Kong shall purchase occupational insurance every year in accordance with relevant laws and regulations.
The relevant regulatory authorities in Hong Kong conduct independent inspection on KPMG Hong Kong every year. The practice quality inspection in the last three years has not found any matters that have a significant impact on the audit business.
(II) project information
1. Basic information
The basic information of KPMG Huazhen’s project partner, signing certified public accountant and project quality control reviewer who undertook the audit project of Bank Of Qingdao Co.Ltd(002948) 2022 annual financial statements is as follows:
Huang aizhou, the project partner and signing accountant of the project, obtained the qualification of Chinese certified public accountant in 2012 and is a practicing member of the Chinese Institute of certified public accountants. Huang aizhou began to practice in KPMG Huazhen in 2003, began to audit listed companies in 2005, and will start to provide audit services for the bank in 2022. Huang aizhou has signed or reviewed one audit report of Listed Companies in recent three years.
Ma Xin, the signing certified public accountant of the project, obtained the qualification of Chinese certified public accountant in 2015. Ma Xin began to practice in KPMG Huazhen in 2012, engaged in the audit of Listed Companies in 2017 and provided audit services for the bank from 2020. Ma Xin has signed or reviewed 2 audit reports of Listed Companies in recent three years.
The quality control reviewer of the project is Huang Wanshan, a member of the Hong Kong Institute of certified public accountants, the British Institute of Chartered Certified Public Accountants and the Institute of Chartered Accountants in England and Wales. Huang Wanshan joined KPMG Hong Kong in 1991 and began to audit listed companies. She began to practice in KPMG Huazhen in 2004 and provided audit services for the bank from 2021. Huang Wanshan signed or reviewed 6 audit reports of Listed Companies in recent three years.
2. Integrity record
In the past three years, the project partner, the signing certified public accountant and the project quality control reviewer have not been subject to any criminal punishment or administrative punishment due to their professional behavior, or the administrative supervision measures of the CSRC and its dispatched offices, or the self-discipline supervision measures or disciplinary measures of self-discipline organizations such as stock exchanges and industry associations.
3. Independence
KPMG Huazhen, the project partner, the signing certified public accountant and the project quality control reviewer maintained their independence in accordance with the provisions of the code of professional ethics.
4. Audit fees
KPMG Huazhen’s audit service charge is determined according to the business responsibility, complexity, work requirements, required working conditions and working hours, as well as the professional knowledge and working experience invested by staff at all levels who actually participate in the business. In 2022, the audit fee paid by Bank Of Qingdao Co.Ltd(002948) to KPMG Huazhen and KPMG accounting firm for the project was RMB 5.25 million, an increase of 2.94% over the previous year. Among them, the cost of annual financial statement audit, semi annual financial statement review, implementation of agreed procedures in the first and third quarters is RMB 4.65 million, and the cost of internal control audit is RMB Shanghai Pudong Development Bank Co.Ltd(600000) . The expenses include relevant taxes and miscellaneous expenses such as travel, office and business trip subsidies.
2、 Procedures to be performed by the accounting firm to be renewed
(I) performance of the audit committee
The sixth meeting of the audit committee of the eighth board of directors of the bank was held on March 25, 2022, and agreed to submit the proposal on the employment of Bank Of Qingdao Co.Ltd(002948) 2022 external audit institution and its remuneration to the board of directors for deliberation. The audit committee has reviewed the professional competence, investor protection ability, integrity and independence of KPMG Huazhen Certified Public Accountants (special general partnership) and KPMG certified public accountants, considered that they have the professional ability, experience and qualification to provide audit services for the company, and agreed to continue to employ KPMG Huazhen Certified Public Accountants (special general partnership) as the domestic audit institution of the bank in 2022, KPMG will continue to be employed as the bank’s overseas audit institution in 2022.
(II) prior approval and independent opinions of independent directors
The independent directors’ prior approval opinions on this matter are as follows: KPMG Huazhen Certified Public Accountants (special general partnership) and KPMG certified public accountants have relevant business qualifications, sufficient independence, professional competence, integrity and investor protection ability, Bank Of Qingdao Co.Ltd(002948) employ them as domestic audit institutions in 2022 and overseas audit institutions in 2022, which meet the requirements of relevant laws and regulations, It is conducive to ensuring the quality of Bank Of Qingdao Co.Ltd(002948) audit work and protecting the interests of Bank Of Qingdao Co.Ltd(002948) and shareholders, especially minority shareholders. We acknowledge the proposal on the employment and remuneration of external audit institutions in Bank Of Qingdao Co.Ltd(002948) 2022 and agree to submit the proposal to the board of directors for deliberation.
The independent directors’ independent opinions on this matter are as follows: KPMG Huazhen Certified Public Accountants (special general partnership) and KPMG certified public accountants have relevant business qualifications, sufficient independence, professional competence, integrity and investor protection ability, Bank Of Qingdao Co.Ltd(002948) employ them as domestic audit institutions in 2022 and overseas audit institutions in 2022, which meet the requirements of relevant laws and regulations, It is conducive to ensuring the quality of Bank Of Qingdao Co.Ltd(002948) audit work and protecting the interests of Bank Of Qingdao Co.Ltd(002948) and shareholders, especially the interests of minority shareholders. Its review procedures comply with the provisions of laws and regulations and the articles of association. We agree to the proposal on hiring an external auditor for Bank Of Qingdao Co.Ltd(002948) 2022 and its remuneration, and agree to submit the proposal to the general meeting of shareholders for deliberation.
(III) deliberations of the board of directors
Voting on the proposal on engaging the external auditor of Bank Of Qingdao Co.Ltd(002948) 2022 and its remuneration at the 11th meeting of the 8th board of directors of the bank: 15 affirmative votes, 0 negative votes and 0 abstention votes. Voting result: passed.
(IV) the appointment of an accounting firm needs to be submitted to the general meeting of shareholders of this bank for deliberation, and shall take effect from the date of deliberation and approval by the general meeting of shareholders of this bank.
4、 Documents for future reference 1 Relevant resolutions of the board of directors; 2. Relevant resolutions of the audit committee of the board of directors; 3. Prior approval opinions and independent opinions signed by independent directors; 4. Statement of the accounting firm on its basic information. It is hereby announced.
Bank Of Qingdao Co.Ltd(002948) board of directors March 25, 2022
