In 2021, the audit committee of the board of directors of Datang Huayin Electric Power Co.Ltd(600744) (hereinafter referred to as “the company”) strictly complied with the relevant provisions of the standards for the governance of listed companies, the operation guidelines of the audit committee of the board of directors of listed companies on Shanghai Stock Exchange, the articles of association and the working rules of the audit committee of the board of directors, and gave full play to its functions, focusing on the annual report, semi annual report, quarterly report We have actively carried out work in financial information disclosure and internal control norms, and earnestly fulfilled the supervision responsibilities of the audit committee. Now, the performance of the audit committee in 2021 is reported as follows:
1、 Basic information of the audit committee
(I) personnel composition
Xu Liping: Professor of accounting, director of the Department of financial management of Hunan University, Professor of accounting and doctoral supervisor of the school of Business Administration of Hunan University. He is now an independent director of the company and chairman of the audit committee.
Liu Donglai: senior accountant. He has successively served as the director of the audit department and the director of the Finance Department of Hunan electric power company. He has retired and is now an independent director and member of the audit committee of the company.
Miao Shichang: senior engineer. He has successively served as member of the Party committee and general manager of Datang Luoyang Thermal Power Co., Ltd. and general manager of Luoyang Shuangyuan Thermal Power Co., Ltd., Secretary of the Party committee and deputy general manager of Sanmenxia Huayang Power Generation Co., Ltd., Secretary of the Party committee and Deputy general manager of Sanmenxia Huayang Power Generation Co., Ltd. (presiding over the work). Now he is a member of the Party committee, Secretary of the Discipline Inspection Commission, chairman of the labor union, employee director and member of the audit committee of the company.
All members of the audit committee of the board of directors have relevant professional knowledge and experience in performing their duties, and their appointment complies with relevant laws, regulations, rules and regulations and the articles of association. Each committee member has no interests with the controlling shareholders and their affiliates of the company, and has no other economic contacts with the company except for the above positions, so they are independent.
(II) personnel change
On February 24, 2021, Mr. Miao Shichang was elected as the employee director of the company by the fourth employee congress of the second session of the company. After deliberation by the board of directors, he served as a member of the audit committee.
2、 Meetings of the audit committee
During the reporting period, the audit committee held six meetings.
The first meeting was held on March 30, 2021, which deliberated on the company’s 2020 annual report and summary, the proposal on the company’s 2020 profit distribution and the conversion of provident fund into share capital, the proposal on the withdrawal and reversal of the company’s 2020 asset impairment provision, the company’s 2020 financial final account report, the company’s 2020 financial budget plan The proposal on the company’s internal control self-evaluation report in 2020, the proposal on the company’s internal control audit report in 2020, the proposal on Datang Huayin Electric Power Co.Ltd(600744) 2021 daily connected transactions, the proposal on the company’s renewal of Tianzhi International Certified Public Accountants (special general partner) and payment of audit fees in 2020 Written records of the audit committee urging the accounting office to submit audit reports within the agreed time limit and summary report on the performance of the audit committee in 2020.
The second meeting was held on April 29, 2021 to review the report of the company for the first quarter of 2021.
On August 17, 2021, the 3rd meeting was held to review the proposal on the company’s equity participation and investment in China Datang Group Finance Co., Ltd. to increase the registered capital. The 4th meeting was held on August 30, 2021 to review the company’s 2021 semi annual report and summary and the proposal on the change of the company’s accounting estimates. The 5th meeting was held on October 29, 2021 to review the third quarter report of the company in 2021 and the proposal on the company’s financial assistance to related parties. The 6th meeting was held on November 12, 2021, and the proposal on the company providing guarantee for the financing of related parties was considered.
3、 Performance of the audit committee
(I) supervise and evaluate the work of external audit institutions
During the reporting period, focusing on the annual report audit, the audit committee reviewed the financial and accounting statements prepared by the company before the entry of the annual audit certified public accountant, and believed that the statements could reflect the financial status and operating results of the company. After the annual audit CPA entered the site, the audit committee negotiated with the accounting firm to formulate the annual report audit work plan of the company, maintained continuous communication with the annual audit CPA during the audit process, and urged him to submit the audit report within the planned time limit.
After the annual audit, the audit committee reviewed the company’s financial and accounting statements after the certified public accountant issued a preliminary opinion, and believed that the company’s financial statements truly, accurately and completely reflected the company’s overall financial situation and operating results.
The audit committee investigated and evaluated the audit work of Tianzhi International Certified Public Accountants (special general partnership), considered that the Institute was diligent and conscientious, better completed various audit tasks throughout the year, and had the independence and professionalism to provide audit services for the company, and recommended to the board of directors to continue to appoint the Institute as the audit institution of the company for the next year.
(II) review the company’s periodic reports and information disclosure
During the reporting period, we carefully reviewed the company’s financial report, communicated with the company’s financial director, the Secretary of the board of directors and the external audit institution on the company’s financial report, listened to the opinions of all parties, focused on the major accounting and audit matters of the company’s financial report, and believed that the content and format of the company’s financial report were in line with the provisions of the CSRC and the Shanghai Stock Exchange, It has been prepared in strict accordance with the accounting standards for business enterprises and the company’s financial system, without fraud, fraud and major misstatement, and has done a good job in financial information disclosure in accordance with regulatory requirements.
(III) guide internal audit
In terms of internal control, the audit committee reviewed the company’s internal control self-assessment and its audit report, considered that the design of the company’s internal control system was appropriate, understood and supervised the implementation of the internal audit work plan, supervised and rectified the problems found in the internal audit, evaluated the results of the internal audit work, effectively guided the operation of the internal audit department and ensured the compliance operation of the company.
(IV) evaluate the effectiveness of internal control
The company has established a sound internal control system and continuously improved it according to the development of the company. The implementation of the system ensures the legal compliance of the company’s operation and management, asset safety, authenticity and integrity of financial reports and relevant information.
(V) pay attention to the standardized implementation of related party transactions
During the reporting period, we continued to pay attention to the company’s daily related party transactions, the sale of equity of participating companies to related parties and other related party transactions. We believe that the company’s related party transactions are required by the company’s development and governance, the pricing is fair, the decision-making procedures and disclosure obligations required by the law have been fulfilled, and there is no damage to the interests of the company and minority shareholders.
4、 Overall evaluation
During the reporting period, the audit committee scrupulously and diligently performed its duties in strict accordance with the operation guidelines of the audit committee of the board of directors of listed companies on Shanghai Stock Exchange and the working rules of the audit committee of the board of directors of the company, effectively promoted the improvement of corporate governance and effectively safeguarded the common interests of the company and all shareholders. It is hereby reported.
