2021 performance report of the audit committee of the board of directors
In accordance with the relevant provisions of the Listing Rules of Shanghai Stock Exchange, the articles of association of Sailun Group Co.Ltd(601058) and the rules of procedure of the audit committee of Sailun Group Co.Ltd(601058) board of directors, Sailun Group Co.Ltd(601058) (hereinafter referred to as "the company") the audit committee of the 5th board of directors of Sailun Group Co.Ltd(601058) (hereinafter referred to as "the company") has scrupulously performed its duties and duties in 2021. The performance of duties in 2021 is reported as follows:
1、 Basic information of the audit committee of the board of directors
The audit committee of the 5th board of directors of the company is composed of independent director Liu Shuguo, independent director Dong Hua and director Liu Yanhua. Liu Shuguo serves as the convener of the meeting and is responsible for presiding over the work of the Committee.
2、 Meetings of the audit committee of the board of directors
In 2021, the audit committee of the 5th board of directors held 9 meetings, including 5 meetings of the audit committee and 4 communication meetings with relevant parties during the audit of the 2020 annual report. Based on the principle of diligence, all members earnestly perform their duties, actively express professional opinions on relevant topics, and sign and confirm relevant meeting resolutions and minutes. The details are as follows:
1. Audit committee meeting of the board of directors
(1) April 23, 2021, The sixth meeting of the audit committee of the Fifth Board of directors of the company deliberated and approved the annual report and summary of 2020, the report and text of the first quarter of 2021, the proposal on renewing the appointment of zhongxinghua Certified Public Accountants (special general partnership) as the audit institution of the company in 2021 and paying its audit remuneration in 2020, the proposal on the expected daily connected transactions of the company in 2021, and the proposal on the provision for asset impairment Proposals such as the 2020 performance report of the audit committee of the board of directors.
(2) On May 31, 2021, the seventh meeting of the audit committee of the Fifth Board of directors of the company deliberated and approved the proposal on abandoning the preemptive right of participating companies to increase capital and other proposals.
(3) On August 27, 2021, the eighth meeting of the audit committee of the Fifth Board of directors of the company deliberated and approved proposals such as the company's 2021 semi annual report and summary of semi annual report.
(4) On October 28, 2021, the ninth meeting of the audit committee of the Fifth Board of directors of the company considered and approved the third quarter report of 2021 and other proposals.
(5) On December 20, 2021, the 10th meeting of the audit committee of the Fifth Board of directors of the company considered and approved the proposal on signing the industrial fund framework agreement and related party transactions and other proposals.
2. 2020 annual report communication meeting
(1) On February 25, 2021, the audit committee communicated with the independent directors of the company to understand the arrangement of the audit of the 2020 annual report and other relevant information.
(2) On February 25, 2021, the audit committee, zhongxinghua Certified Public Accountants (special general partnership) (hereinafter referred to as "zhongxinghua") and the company's management held a pre communication meeting on the 2020 annual report to communicate on the independence of the annual audit certified public accountants and members of the audit project team, audit work plan and other matters.
(3) On March 26, 2021, the audit committee, together with zhongxinghua and the company's management, held an in-process communication meeting on the 2020 annual report to supervise the audit work and communicate the problems found in the audit process.
(4) On April 23, 2021, the audit committee, together with zhongxinghua and the company's management, held a post communication meeting on the 2020 annual report to communicate on future events, contingencies, related party transactions and external guarantees.
3、 Main work of the audit committee in 2021
1. Supervise and evaluate external audit institutions
(1) Evaluate the independence and professionalism of external audit institutions
ZTE China, who was renewed by the company, has the qualification to engage in securities related business, can better complete all the work entrusted by the company, and has consistently followed the independent, objective and fair professional standards since its appointment. The financial audit report issued for the company objectively and fairly reflects the financial status and operating results of the company.
(2) Propose to the board of directors the appointment of an external audit institution
In order to maintain the continuity and stability of the company's external audit work and ensure the audit quality of the company's financial statements and internal control reports, the audit committee of the board of directors of the company proposes to renew the employment of ZTE Huawei's 2021 financial audit institution and internal control audit institution.
(3) Audit fees of external audit institutions
According to the audit, the company actually paid 1.45 million yuan for financial audit and 500000 yuan for internal control audit to zhongxinghua in 2020, which is consistent with the audit fees disclosed by the company.
(4) Discuss and communicate with external audit institutions on audit scope, audit plan, audit methods and major matters found in the audit
Prior to the entry of the certified public accountant, the audit committee and the audit institution zhongxinghua had a full discussion and communication on the audit scope, audit plan, audit strategy, audit method, audit focus and other matters of the company's 2020 annual financial report, and negotiated the relevant time arrangement together. During the audit, the audit committee supervised the audit work and fully communicated and exchanged with the annual audit Certified Public Accountants on the problems found in the audit process. During the audit, no other major matters of the company were found. After zhongxinghua issued the preliminary audit opinion of the 2020 annual audit report, the audit committee carefully reviewed the 2020 annual financial and accounting statements of the company after its audit, had no objection to the audit opinion, and unanimously agreed to submit the 2020 annual financial and accounting statements of the company audited by zhongxinghua to the board of directors for deliberation.
(5) Monitor and evaluate the diligence of external audit institutions
The Audit Committee believes that zhongxinghua was diligent and conscientious during the audit of the company and followed the professional standards of independence, objectivity and impartiality.
2. Supervise and evaluate internal audit
In 2021, the audit committee of the board of directors carefully reviewed the work plan of the Audit Department of the company, recognized the feasibility of the plan, and urged the Audit Department of the company to carry out relevant work according to the annual work plan. The audit committee of the board of Directors believes that the company's internal audit can be carried out effectively, and can timely put forward rectification opinions and suggestions on the problems found in the process of internal audit, which has promoted the continuous improvement and effective implementation of the company's internal control and various systems. After reviewing the internal audit report, no major problems were found in the company's internal audit. 3. Review financial reports
In 2021, the audit committee carefully reviewed the company's 2020 annual report and summary, the first quarter report and main body of 2021, the semi annual report and semi annual report summary of 2021 and the third quarter report of 2021, and believed that the company's financial report was true, accurate and complete, without major accounting error adjustment and non-standard unqualified audit report.
4. Supervise and evaluate the company's internal control
In 2021, the company continued to promote the construction and implementation of comprehensive internal control norms in accordance with the relevant requirements of the CSRC, and strengthened the implementation and implementation of the internal control norms system. On the basis of strengthening daily supervision and special inspection, the company conducted self-evaluation on the effectiveness of the company's key business processes, key control links and other internal controls, formed the company's 2021 internal control evaluation report, and found no major defects in the company's internal control design or implementation.
5. Coordinate the communication between management, internal audit department and relevant departments and external audit institutions
In 2021, the audit committee fully listened to the opinions of all parties and actively coordinated the effective communication between the management and relevant departments and external audit institutions on the company's financial status and operating results, audit work plan and completion, so as to ensure the smooth completion of the audit work.
4、 Summary
In 2021, the audit committee gave full play to the professional knowledge and experience of the members in accordance with the relevant systems formulated by the CSRC, Shanghai Stock Exchange and the company, provided professional opinions for the scientific decision-making of the board of directors, and better performed the duties of the audit committee. Effectively supervise the company's external audit, guide the company's internal audit, provide true, accurate and complete financial reports, and ensure the efficient and smooth progress of the company's annual audit.
In 2022, the audit committee will further implement its work in strict accordance with the relevant provisions of the guidelines for self discipline supervision of listed companies of Shanghai Stock Exchange No. 1 - standardized operation, continue to strengthen the supervision and review function of the audit committee, and perform its duties in improving and perfecting the internal control system, improving the quality of internal audit, strengthening risk management awareness, coordinating external audit work and the implementation of major events of the company, Safeguard the interests of the company and all shareholders.
Members of the Audit Committee: Liu Shuguo, Dong Hua, Liu Yanhua March 31, 2022
