Securities code: China Resources Chemical Innovative Materials Co.Ltd(301090) securities abbreviation: China Resources Chemical Innovative Materials Co.Ltd(301090) Announcement No.: 2022022 China Resources Chemical Innovative Materials Co.Ltd(301090)
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.
China Resources Chemical Innovative Materials Co.Ltd(301090) (hereinafter referred to as "the company") held the 24th Meeting of the first board of directors and the 15th meeting of the first board of supervisors on April 8, 2022, deliberated and adopted the proposal on the company's renewal of the audit institution and internal control assurance institution in 2022 respectively, and agreed to continue to employ Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as "Tianzhi international") as the company's audit institution in 2022, The independent directors have expressed their prior approval opinions and clearly agreed independent opinions on this matter. This proposal 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: I. Basic information of the proposed renewal of the accounting firm
(I) institutional information
1. Basic information
Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as "Tianzhi international"), founded in December 1988 and headquartered in Beijing, is a super large comprehensive consulting organization focusing on audit and assurance, capital market services, management consulting, government affairs consulting, tax services, legal affairs and liquidation, information technology consulting, engineering consulting and enterprise valuation.
The chief partner of Tianzhi international is Qiu Jingzhi, whose registered address is area A-1 and a-5, building 68, No. 19, Chegongzhuang West Road, Haidian District, Beijing. The organizational form is special general partnership.
Tianzhi international has obtained the practice certificate issued by the Beijing Municipal Bureau of finance. It is one of the first accounting firms in China to obtain the qualification of securities and futures related business, the qualification of engaging in the audit business of super large state-owned enterprises, the qualification of financial audit, the qualification of Accounting judicial appraisal, and the qualification of security and confidentiality of military secret related business consulting services, And registered with PCAOB in the United States. Tianzhi international has been engaged in securities service business for more than 20 years.
As of December 31, 2021, there were 71 partners of Tianzhi international, 939 certified public accountants and 313 certified public accountants who signed the audit report of securities service business.
In 2020, the total audited revenue of Tianzhi international was 2.228 billion yuan, the audit revenue was 1.693 billion yuan and the securities business revenue was 813 million yuan. In 2020, there were 185 audit clients of listed companies, and the main industries (industries of the CSRC, the same below) include manufacturing, information transmission, software and information technology services, power, heat, gas and water production and supply, transportation, warehousing and postal services, real estate, etc. the total audit fees were 207 million yuan, and the company had 110 audit clients of Listed Companies in the same industry.
2. Investor protection ability
In accordance with relevant laws and regulations, Tianzhi international has accrued full amount of occupational risk fund in previous years, and the cumulative compensation limit of accrued occupational risk fund and purchased occupational insurance shall not be less than 80 million yuan. The withdrawal of occupational risk fund and the purchase of occupational insurance comply with relevant regulations. In recent three years (from 2019, 2020, 2021 and the beginning of 2022 to the date of this announcement, the same below), Tianzhi international has not borne civil liability in relevant civil proceedings due to its practice.
3. Integrity record.
In the past three years, Tianzhi international has received 0 criminal punishment, 0 administrative punishment, 7 Supervision and management measures, 0 self-discipline supervision measures and 0 disciplinary sanctions for its practice. In the past three years, employees have been subject to supervision and management measures for practice for 6 times, involving 16 personnel. There is no case of criminal punishment, administrative punishment and self-discipline supervision measures for practice.
(II) project information
1. Basic information.
The basic information of the project partner, signature certified public accountant and project quality control reviewer is as follows:
Project partner and signature certified public accountant 1: [Wang Juan], who became a certified public accountant in 2009, began to engage in the audit of Listed Companies in 2013, began to practice in the exchange in 2009, began to provide audit services for the company in 2015, signed 8 audit reports of listed companies and reviewed 2 audit reports of Listed Companies in recent three years. Signature certified public accountant 2: [Wang Wei], who became a certified public accountant in 2007, began to engage in the audit of Listed Companies in 2017, began to practice in the firm in 2010, and began to provide audit services for the company in 2016
In three years, 7 audit reports of listed companies were signed and 0 audit reports of listed companies were reviewed.
Reviewer of project quality control: [Chen Bailin], who became a certified public accountant in 2005, began to engage in the audit of Listed Companies in 2006, began to practice in the exchange in 2008, began to provide audit services for the company in 2021, signed 6 audit reports of listed companies and reviewed 2 audit reports of Listed Companies in recent three years.
2. Integrity record.
The details of the project partners, signed certified public accountants and project quality control reviewers who have been subject to criminal punishment due to their professional behavior in recent three years, administrative punishment and supervision measures by the CSRC and its dispatched offices, industry competent departments, self-discipline supervision measures and disciplinary sanctions by stock exchanges, industry associations and other self-discipline organizations are shown in the table below:
Sequential punishment
No. Name Date punishment implementation unit cause and punishment handling
type
Administrative when implementing the audit project of Liaoning regulatory bureau supervised by Wang Juan in Shenyang Machine Tool Co.Ltd(000410) 2019 annual report 1-1-21, January 2021, the CSRC's practice behavior did not meet the relevant requirements of the code of practice for measure planners of the China Registration Commission, and violated the provisions of the measures of the CSRC for the management of information disclosure of listed administrative companies. China Securities Regulatory Commission Wang Wei 2021-1-21 Liaoning regulatory bureau Liaoning regulatory bureau will take supervision and management measures of supervision talks with Tianzhi international and the signed certified public accountants.
According to the provisions of relevant laws and regulations, the above administrative supervision measures will not affect Tianzhi international to continue to undertake or implement securities service business and other businesses.
3. Independence.
There are no circumstances that may affect the independence of Tianzhi international, project partners, signing certified public accountants and project quality control reviewers.
4. Audit fees.
The audit service charge of Tianzhi international 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. The total audit cost in 2022 is 900000 yuan (including 700000 yuan for annual report audit and 200000 yuan for internal control audit). The audit fee increased by 100000 yuan compared with the previous period.
2、 Procedures to be performed by the accounting firm to be renewed
(I) deliberation and voting of proposals by the board of directors
On April 8, 2022, the 24th Meeting of the first board of directors of the company considered and approved the proposal on the company's renewal of the 2022 audit institution and internal control assurance institution by 9 votes in favor, 0 abstentions and 0 votes against, and agreed to renew the appointment of Tianzhi international as the company's 2022 audit institution and internal control assurance institution.
(II) performance of the audit committee
On April 8, 2022, the 13th meeting of the audit committee of the first board of directors of the company considered and approved the proposal on the company's renewal of the 2022 audit institution and internal control assurance institution, agreed to renew the appointment of Tianzhi international as the company's 2022 audit institution and internal control assurance institution, and submitted the relevant proposal to the 24th Meeting of the first board of directors for deliberation.
During the audit period, the company has strictly followed the requirements of the international auditing standards for the independence and integrity of the company's audit institutions, and has been able to meet the requirements of the international auditing committee in terms of the company's professional competence and integrity, Earnestly performed the responsibilities of the audit institution, and better completed the audit of various financial statements and relevant assurance services.
(III) prior approval and independent opinions of independent directors
1. Prior approval opinion
After verification, Tianzhi international has the business license related to securities and futures, and has the corresponding practice qualification, practice ability and practice experience. As the company's 2021 audit institution, in the process of providing audit services for the company, it adheres to the principle of independent audit, objectively, fairly and fairly reflects the company's financial status and operating results, earnestly performs the responsibilities of the audit institution and meets the requirements of the company's financial audit. The company's continued appointment of accounting firms does not harm the interests of the company and all shareholders. Therefore, we agree to renew the appointment of Tianzhi international as the company's audit institution and internal control assurance institution in 2022, and submit the matter to the company's board of directors for deliberation.
2. Independent opinion
After verification, Tianzhi international has the practicing certificate of accounting firm and the qualification of securities and futures related business, and can independently audit the company's financial status, meet the requirements of the company's financial audit, and will not damage the interests of the company and all shareholders. The review and voting procedures of the company's renewed appointment of accounting firm comply with the provisions of relevant laws, regulations and the articles of association. In conclusion, we agree to renew the appointment of Tianzhi international as the company's audit institution and internal control assurance institution in 2022, and agree to submit the proposal to the company's 2021 annual general meeting for deliberation.
(IV) deliberation of the board of supervisors
On April 8, 2022, the 15th meeting of the first board of supervisors of the company deliberated and approved the proposal on the company's re employment of the audit institution and internal control assurance institution in 2022. After deliberation, the board of supervisors held that during its tenure as the company's audit institution, Tianzhi international strictly followed the provisions of the auditing standards for Chinese certified public accountants, followed the independent, objective and impartial practice standards, and earnestly performed the duties of the audit institution, The audit of various financial statements and related assurance services have been well completed. In order to maintain the stability and continuity of the company's audit work, we agree to renew the appointment of Tianzhi international as the company's audit institution and internal control assurance institution in 2022. (V) effective date
The renewal of the accounting firm needs to be submitted to the 2021 annual general meeting of the company for deliberation, and will take effect from the date of deliberation and approval of the 2021 annual general meeting of the company. 3、 Documents for future reference
1. Resolutions of the 24th Meeting of the first board of directors;
2. Resolutions of the 15th meeting of the first board of supervisors;
3. Resolutions of the 13th meeting of the audit committee of the first board of directors;
4. Prior approval opinions of independent directors on matters related to the 24th Meeting of the first board of directors; 5. Independent opinions of independent directors on matters related to the 24th Meeting of the first board of directors;
6. Tianzhi International shall submit the basic information of the auditee's announcement on the renewal of the accounting firm in Shenzhen Stock Exchange.
It is hereby announced!
China Resources Chemical Innovative Materials Co.Ltd(301090) board of directors
April 8, 2022
