Shanghai Prosolar Resources Development Co.Ltd(600193)
Performance report of the audit committee of the board of directors in 2021
As a member of the audit committee of the board of directors of Shanghai Prosolar Resources Development Co.Ltd(600193) (hereinafter referred to as "the company"), in accordance with the stock listing rules of Shanghai Stock Exchange, the operation guidelines of the audit committee of the board of directors of companies listed on Shanghai Stock Exchange, as well as the relevant provisions of the company's articles of association, the rules of procedure of the audit committee of the board of directors and the working procedures for the audit committee of the board of directors to review the annual financial report, Having fulfilled the corresponding responsibilities, we now report the work of 2021 as follows:
1、 Basic information of the audit committee
Due to the expiration of the term of office of the independent director, the audit committee of the eighth board of directors of the company shall be composed of three members before July 1, 2021: Mr. Ye Feng, the independent director, Mr. Liao Jianning and Mr. Gu Jianbing. The convener shall be Mr. Ye Feng, the independent director with professional accounting qualification.
After July 1, 2021, it is composed of independent director Mr. Wang Bo, independent director Mr. Li Bo and director Mr. Gu Jianbing. The convener is Mr. Wang Bo, an independent director with professional accounting qualification. 2、 Meetings of the audit committee
The date of the sequential session, the deliberation of proposals and the voting number of the meeting content
1. The audit committee was approved by the eighth board of directors on January 28, 2021 after reviewing the audit opinions on changing the accounting firm
Member meeting No
One meeting
Discuss
2. The 8th 2021 / 2 / 262020 audit plan communication on CPA and Finance
Responsibilities related to the audit of the board of directors' statements, after risk assessment and issuance
The current audit focus of the audit committee and the overall situation of the company's internal control audit
Staff meeting strategy, management cooperation, importance level setting
The overall schedule of the second meeting was communicated in six aspects.
Discuss
3. On April 28, 2021, the 8th session of the board of directors deliberated the relevant proposals of 2020 annual report The company's 2020 financial statement report; All cases
Audit Committee 2 2020 profit distribution plan of the company; Section 3 of the ticketing Committee 2020 annual report and summary of the company; too
Three meetings 4 Internal control evaluation report of the company in 2020;
5. The company's statement that the outstanding losses reach the total paid in share capital III
1 / 2 of the bill;
6. Proposal on renewing the appointment of accounting firm;
7. The agreement between the company and the controlling shareholder and its subordinate enterprises
Proposal of related party transaction framework agreement;
8. Shanghai Prosolar Resources Development Co.Ltd(600193) 2020 major asset restructuring performance commitment
Proposal on the realization of the promise;
9. Full text of the company's report for the first quarter of 2021 and its correction
Text;
10. Proposal on the provision for impairment of goodwill;
11. Annual report of the Audit Committee;
4. The eighth 2021 / 8 / 19 deliberated the company's 2021 semi annual report, which was adopted by the board of directors
Audit Committee
Member meeting No
Four meetings
Discuss
5 the 8th 2021 / 12 / 8 2021 audit plan communication on the whole of the 2021 annual report
The board of directors communicated and confirmed the audit plan and audit focus
Recognized by the audit committee.
Member meeting No
Five meetings
Discuss
3、 Performance of the audit committee in 2021
The following is the performance of the main work of the audit committee in 2021:
(I) supervise and evaluate the work of external audit institutions
Zhongxinghua Certified Public Accountants (special general partnership) (hereinafter referred to as "zhongxinghua") has the qualification of securities and futures related business, the auditors have the professional knowledge and relevant professional certificates required for the audit work, and all the staff do not hold any post in the company, nor do they have any form of economic interests other than the necessary expenses for statutory audit. There is no mutual investment and close business relationship between zhongxinghua and the company; There is no correlation between the members of the audit team and the decision-making level of the company.
During the reporting period, based on the supervision of the audit work of the audit institution zhongxinghua, the Audit Committee believes that zhongxinghua has strictly abided by the provisions of the auditing standards for Chinese certified public accountants, performed its duties diligently, followed the independent, objective and fair practice standards, demonstrated good professional quality and completed various audit tasks.
(II) discuss and communicate the audit scope, audit plan, audit methods and major matters found in the audit with external audit institutions
During the reporting period, the audit committee fully discussed and communicated with zhongxinghua on the audit scope, audit plan, audit methods and other matters, and no other major matters were found during the audit. (III) guide internal audit and evaluate the effectiveness of internal control
During the reporting period, the audit committee focused on the standardization of internal audit, put forward guiding opinions on internal audit, and promoted the effective operation of internal audit.
Members carefully reviewed the internal audit work plan and work report and found no major problems in the internal audit work.
(IV) review the company's financial report and express opinions on it
In 2021, based on the principle of diligence, the audit committee carefully reviewed the company's 2020 financial report, the company's financial report for the first quarter of 2021, the company's financial report for the half year of 2021 and the company's financial report for the third quarter of 2021, and believed that the company's financial report was true, complete and accurate, and there were no relevant fraud, fraud and material misstatement. The company's financial statements are prepared in accordance with the accounting standards for business enterprises and the company's financial system, and fairly reflect the company's financial position, operating results and cash flow in all major aspects. The audit committee also listened to the report of the management on the main business conditions and the latest progress of the audit in 2021, reviewed the company's financial report, effectively communicated the problems and related matters found in the audit process, and urged the audit institutions to strictly implement the audit plan. According to the audit evaluation, the Audit Committee believes that there are no major errors, adjustments and other matters that design important accounting judgments, and there are no matters that lead to non-standard unqualified audit reports.
(V) coordinate the communication between the management and relevant departments and external audit institutions
During the reporting period, the audit committee conducted continuous and effective communication with the company's management and zhongxinghua, fully listened to the opinions of all parties, actively coordinated and promoted the audit work, made the communication and cooperation between all departments and zhongxinghua more effective, and improved the efficiency of the audit work.
(VI) review of related party transactions
For the related party transactions of the company during the reporting period, the audit committee carefully consulted the content of related party transactions and necessary documents based on the principles of independence, objectivity, impartiality and professionalism, and actively communicated with the management of the company. After verification, the related party transactions between the company and related parties comply with the principles of fairness, impartiality and openness. No transfer of interests is found through this transaction, no damage to the interests of the company's shareholders, especially the minority shareholders, and no impact on the independence of the company.
4、 Overall evaluation
During the reporting period, the audit committee of the board of directors of the company strictly abided by the operation guidelines of the audit committee of the board of directors of listed companies of Shanghai Stock Exchange, the governance standards of listed companies, the articles of association and other relevant provisions, made full use of professional knowledge, performed its duties diligently, and performed its corresponding duties.
In 2022, the audit committee will continue to adhere to the principles of prudence, objectivity and independence, be diligent and responsible, give full play to the supervision function of the company's audit committee and earnestly perform the responsibilities within its terms of reference in accordance with relevant laws, regulations and rules. Play a professional level in supervising external audit institutions, guiding the company's internal audit and urging the company to improve internal control, perform their duties, safeguard the common interests of the company and all shareholders, and promote the steady operation and standardized operation of the company.
Shanghai Prosolar Resources Development Co.Ltd(600193) Audit Committee: Wang Bo, Li Bo, Gu Jianbing March 30, 2022
