Securities code: Nanjing Baose Co.Ltd(300402) securities abbreviation: Nanjing Baose Co.Ltd(300402) Announcement No.: 2022013 Nanjing Baose Co.Ltd(300402)
Announcement on the renewal of accounting firm
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Nanjing Baose Co.Ltd(300402) (hereinafter referred to as “the company”) held the 7th Meeting of the 5th board of directors and the 7th Meeting of the 5th board of supervisors on March 30, 2022, deliberated and approved the proposal on renewing the company’s audit institution in 2022, and planned to renew Dahua Certified Public Accountants (special general partnership) (hereinafter referred to as “Dahua certified public accountants”) as the company’s audit institution in 2022, This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. Now the relevant matters are announced as follows:
1、 Description of the proposed accounting firm
Dahua certified public accountants is qualified for securities and futures related businesses, and has the experience and ability to provide audit services for listed companies. During the period of acting as the company’s audit institution in 2021, Dahua certified public accountants followed the independent, objective and fair practice standards and provided better audit services for the company. The audit reports and other reports issued by Dahua certified public accountants can objectively and fairly reflect the actual situation, financial status and operating results of the company, fulfill the responsibilities of the audit institution and safeguard the legitimate rights and interests of the company and shareholders from a professional perspective. Therefore, in order to ensure the stability and continuity of the company’s audit work, the company plans to continue to employ Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 for one year. The annual audit fee is authorized to be determined by the company’s management through consultation with Dahua certified Public Accountants in accordance with the market fair and reasonable pricing principle and in combination with the company’s actual audit work in 2022. 2、 Basic information of the accounting firm to be renewed
(I) institutional information
1. Basic information
Organization Name: Dahua Certified Public Accountants (special general partnership)
Date of establishment: February 9, 2012 (transformed from Dahua certified public accountants Co., Ltd. into a special general partnership)
Organizational form: special general partnership
Registered address: 1101, building 7, yard 16, Middle West Fourth Ring Road, Haidian District, Beijing
Chief partner: Liang Chun
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
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
Main industries: manufacturing, information transmission software and information technology services, real estate, wholesale and retail, construction
Total annual report audit fees of Listed Companies in 2020: 417257200 yuan
Number of audit clients of Listed Companies in the same industry: 29
2. Investor protection ability
The sum of the accrued occupational risk fund and the purchased occupational insurance cumulative compensation limit exceeds 700 million yuan. The purchase of occupational insurance complies with relevant regulations. Dahua certified public accountants has not been subject to civil liability due to civil litigation related to practice in recent three years.
3. Integrity record
In the past three years, Dahua certified public accountants has 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 2 times for its practice behavior; In the past three years, 76 employees have been subject to criminal punishment 0 times, administrative punishment 1 time, supervision and management measures 36 times, self-discipline and supervision measures 1 time and disciplinary punishment 3 times respectively for their practice behavior.
(II) project information
1. Basic information
Project partner: Zhang Lifang, who became a certified public accountant in February 2008, began to engage in the audit of Listed Companies in December 2008, began to practice in Dahua Institute in November 2019, and began to provide audit services for the company in January 2022; Four listed companies have signed audit reports in the past three years.
Signature of certified public accountant: he aiya, who became a certified public accountant in August 2017, began to engage in the audit of Listed Companies in March 2011, began to practice in Dahua Institute in November 2019, and began to provide audit services for the company in January 2020; Four listed companies have signed audit reports in the past three years.
Reviewer of project quality control: Zhang Wenrong, who became a certified public accountant in May 1999, began to engage in the audit of Listed Companies in January 1999, began to practice in Dahua Institute in January 1999, and began to provide review work for the company in January 2021; More than five audit reports of listed companies and listed companies have been undertaken or reviewed in the past three years.
2. Integrity record
In the past three years, the project partner and the signing certified public accountant have not been subject to criminal punishment due to their professional behavior, have been subject to administrative punishment, supervision and management measures by the CSRC and its dispatched offices and industry competent departments, and have been subject to self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as stock exchanges and industry associations.
Zhang Wenrong, the reviewer of project quality control, has been subject to administrative supervision measures once in recent three years. The details are as follows:
Serial number name punishment date punishment type punishment implementation unit reason and punishment
April 24, 2019 China Securities Regulatory North Industries Group Red Arrow Co.Ltd(000519) 1 Zhang Wenrong day administrative supervision measures implementation Committee Hunan regulatory 20142016 annual report audit authority project
3. Independence
Dahua Certified Public Accountants (special general partnership), project partners, signed certified public accountants and project quality control reviewers can maintain independence in the audit of the project.
4. Audit fees
The current audit fee of 420000 yuan is charged according to the number of working days required for the audit services provided by Dahua and the charging standard of each working day. The number of working days shall be determined according to the nature and complexity of audit services; The charging standard of each working day shall be determined respectively according to the professional skill level of practitioners.
The audit fee of the previous period was 370000 yuan, and the audit fee of the current period increased by 50000 yuan compared with the audit fee of the previous period.
3、 Procedures for renewing the appointment of accounting firms
(I) performance of the audit committee of the board of directors
On March 19, 2022, the audit committee held the fifth meeting of the audit committee of the Fifth Board of directors, deliberated and adopted the proposal on the renewal of the company’s audit institution in 2022.
The audit committee of the board of directors of the company can meet the requirements of the company’s financial audit in terms of its ability to hold a major post and investor protection. During the period of serving as the company’s 2021 audit institution, Dahua certified public accountants followed the professional standards of independence, objectivity and impartiality, and better completed the audit of the company’s 2021 financial report and other related work. Therefore, the audit committee of the board of Directors proposes to continue to hire Dahua certified public accountants as the audit institution of the company in 2022 to provide financial report audit and other services for the company, and submit the matter to the seventh meeting of the Fifth Board of directors for deliberation.
(II) prior approval opinions and independent opinions of independent directors
1. Prior approval opinion
Dahua certified public accountants is qualified for securities and futures related businesses, and has the experience and ability to provide audit services for listed companies. During the period of serving as the company’s audit institution in 2021, Dahua certified public accountants followed the independent, objective and fair practice standards, and the audit reports and other reports issued for the company could objectively and fairly reflect the actual situation, financial status and operating results of the company. We agree to continue to employ Dahua certified public accountants as the company’s audit institution in 2022, and agree to submit the proposal to the seventh meeting of the Fifth Board of directors for deliberation.
2. Independent opinion
Dahua certified public accountants is qualified for securities and futures related businesses, and has the experience and ability to provide audit services for listed companies. During the period of serving as the company’s audit institution in 2021, Dahua certified public accountants followed the independent, objective and fair practice standards, provided better audit services for the company, and the reports issued for the company can objectively and fairly reflect the actual situation, financial status and operating results of the company. The deliberation procedures of the board of directors comply with the relevant provisions of laws and regulations, normative documents and the articles of association. We agree to continue to employ Dahua certified public accountants as the company’s audit institution in 2022, and agree to submit the proposal to the company’s 2021 annual general meeting for deliberation.
(III) deliberation and voting of the board of directors
The company held the 7th Meeting of the 5th board of directors on March 30, 2022, deliberated and adopted the proposal on renewing the company’s 2022 audit institution with 9 affirmative votes, 0 negative votes and 0 abstention votes, and agreed to renew Dahua certified public accountants as the company’s 2022 audit institution for one year. The annual audit fee authorizes the company’s management to follow the market fair and reasonable pricing principle, In combination with the actual audit work of the company in 2022, it was determined through consultation with Dahua certified public accountants and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
(IV) effective date
The renewal of the accounting firm 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、 Opinions of the board of supervisors
On March 30, 2022, the company held the 7th Meeting of the 5th board of supervisors, deliberated and adopted the proposal on renewing the employment of the company’s audit institution in 2022. The board of supervisors held that Dahua certified public accountants has the qualification of securities and futures related businesses and the experience and ability to provide audit services for listed companies. During the period of serving as the company’s audit institution in 2021, Dahua certified public accountants followed the professional standards of independence, objectivity and impartiality and provided better audit services for the company. The report issued by Dahua certified public accountants can objectively and truly reflect the actual situation, financial status and operating results of the company, fulfill the responsibilities of the audit institution and safeguard the legitimate rights and interests of the company and shareholders from a professional perspective. Agree to reappoint Dahua Certified Public Accountants (special general partnership) as the company’s audit institution in 2022. 5、 Documents for future reference
1. Resolutions of the 7th Meeting of the 5th board of directors;
2. Resolutions of the 7th Meeting of the 5th board of supervisors;
3. Prior approval and independent opinions of independent directors on matters related to the seventh meeting of the Fifth Board of directors; 4. Supporting documents for the performance of the duties of the Audit Committee;
5. Relevant qualification documents of Dahua Certified Public Accountants (special general partnership) (business license of the accounting firm to be employed, information and contact information of the main person in charge and the contact person of the regulatory business, identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business).
It is hereby announced.
Nanjing Baose Co.Ltd(300402) board of directors April 1, 2022
