Securities code: Shanghai Zhenhua Heavy Industries Co.Ltd(600320) 900947 securities abbreviation: Shanghai Zhenhua Heavy Industries Co.Ltd(600320) Zhenhua B shares Announcement No.: pro 2022007 Shanghai Shanghai Zhenhua Heavy Industries Co.Ltd(600320) (Group) Co., Ltd
Announcement on reappointment of accounting firm in 2022
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Name of the accounting firm to be employed: Ernst & Young Huaming accounting firm (special general partnership) I. Basic information of the accounting firm to be employed
(I) institutional information
1. Basic information. Ernst & Young Huaming Certified Public Accountants (special general partnership), hereinafter referred to as “Ernst & Young Huaming”, was established in September 1992, completed the localization transformation in August 2012, and transformed from a Sino foreign cooperative limited liability firm to a special general partnership firm. Ernst & Young Huaming is headquartered in Beijing and its registered address is room 01-12, 17th floor, Ernst & Young building, Oriental Plaza, No. 1, East Chang’an Street, Dongcheng District, Beijing. By the end of 2021, it has 203 partners, and the chief partner is Mr. Mao Anning. An Yonghua Ming has always paid attention to talent training. By the end of 2021, it has 1604 certified public accountants, including more than 1300 certified public accountants with experience in securities related business services, and more than 400 certified public accountants who have signed the audit report of securities service business. The total business income of Ernst & Young Huaming in 2020 was RMB 4.76 billion, including audit business income of RMB 4.589 billion (including securities business income of RMB 2.146 billion). In 2020, there were 100 annual report audit clients of A-share listed companies, with a total charge of RMB 824 million. The main industries of these listed companies involve manufacturing, finance, wholesale and retail, information transmission, software and information technology services, real estate, etc. The company has 5 audit clients of Listed Companies in the same industry.
2. Investor protection ability. Ernst & Young Huaming has good investor protection ability, and has withdrawn occupational risk fund and purchased occupational insurance in accordance with relevant laws and regulations, covering Beijing head office and all branches. The sum of the accrued occupational risk fund and the purchased occupational insurance cumulative compensation limit exceeds 200 million yuan. Ernst & Young Huaming has not borne any civil liability due to civil litigation related to practice in recent three years.
3. Integrity record. Ernst & Young Huaming and its employees have not been subject to any criminal punishment or administrative punishment due to their professional behavior in recent three years, as well as the self-discipline supervision measures and disciplinary sanctions of self-discipline organizations such as stock exchanges and industry associations. It has twice received the decision of warning letter measures issued by the securities regulatory authority, involving 13 employees. The aforesaid decision to issue a warning letter is a supervisory and administrative measure, not an administrative penalty. According to the provisions of relevant laws and regulations, the supervision and management measures will not affect an Yonghua ming to continue to undertake or perform securities service business and other businesses.
(II) project information
1. Basic information
Mr. Gao Chong, the project partner, became a certified public accountant in 2010, began to engage in the audit of Listed Companies in 2010, began to practice at Ernst & Young Huaming in 2021, and began to provide audit services for the company in 2022; The annual report / internal control audit of listed companies has not been signed / reviewed in recent three years. Mr. Liu Wei, the project partner originally appointed by Ernst & Young Huaming, has provided audit services for the company for five consecutive years. In accordance with the provisions of the CSRC and the Ministry of Finance on the regular rotation of Certified Public Accountants signing securities and futures audit business (Zheng Jian Gong Zi [2003] No. 13), Ernst & Young Huaming now appoints Mr. Gao Chong as the partner of the company’s subsequent annual audit project.
The signing certified public accountant is Mr. Gu Chengli, who became a certified public accountant in 2013, began to engage in the audit of Listed Companies in 2010, began to practice in the exchange in 2008 and began to provide audit services for the company in 2016; In the past three years, the annual reports / internal control audits of two listed companies have been signed / reviewed, involving industries including manufacturing, wholesale and retail.
Mr. Song congyue, the reviewer of project quality control, became a certified public accountant in 2007, began to engage in the audit of Listed Companies in 2002, began to practice at Ernst & Young Huaming in 2007, and began to provide audit services for the company in 2020; Signed / reviewed the annual report / internal control audit of a listed company in the past three years, involving the manufacturing industry. 2. Integrity record
Mr. Gao Chong, the project partner, Mr. Gu Chengli, the signing certified public accountant, and Mr. Song congyue, the reviewer of project quality control, have not been subject to criminal punishment for their professional behavior in the past three years, and have been subject to administrative punishment, supervision and management measures by the CSRC, its dispatched offices and industry competent departments, or self-discipline supervision measures and disciplinary measures by self-discipline organizations such as stock exchanges and industry associations.
3. Independence
Ernst & Young Huaming and the above project partners, signing certified public accountants and project quality control reviewers do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants.
4. Audit fees
The audit fee of the company in 2021 is RMB 5.2 million (including internal control audit fee of RMB 450000), which shall be determined by both parties through negotiation according to the audit workload and the principle of fairness and reasonableness. The audit fee increased by 0.97% compared with that in 2020.
2、 Procedures to be performed for the renewal of accounting firm
(I) performance of the audit committee
The audit committee of the board of directors of the company has reviewed Ernst & Young Huaming. Ernst & Young Huaming meets the relevant provisions of the CSRC in terms of its qualification to engage in securities business. It has securities qualification and rich experience in the audit of listed companies. It timely communicates with the audit committee, independent directors and the management of the company, earnestly performs the responsibilities and obligations of the external audit institution, and is independent, objective, impartial Completed various audit services agreed with the company in a timely manner. Agree to propose to the board of directors to renew the appointment of an Yonghua Ming as the company’s audit institution in 2022.
(II) prior approval and independent opinions of independent directors
The independent directors of the company issued their prior approval opinions on the renewal of Ernst & Young Huaming: according to the understanding of the relevant situation of Ernst & Young Huaming, we believe that in the process of providing audit services for the company, they strictly follow the independent, objective and fair practice standards, audit the company’s financial status, operating results and cash flow in a realistic manner, and the audit report issued is objective and true, which meets the work requirements of the company’s financial audit, It can effectively safeguard the interests of shareholders of listed companies. We agree to renew the appointment of an Yonghua Ming as the company’s audit institution in 2022, and agree to submit the proposal on employing domestic audit accounting firms in 2022 to the board of directors of the company for deliberation.
In the audit process of the listed company, the directors of Yongming and An’an have made objective and impartial audit reports on the company’s financial flow, and provided objective and impartial audit services for the company’s shareholders in the independent audit process of Yongming and An’an.
Agree to continue to appoint Ernst & Young Huaming Certified Public Accountants (special general partnership) as the audit institution of the company in 2022, and agree to submit it to the general meeting of shareholders for deliberation.
(III) deliberation and voting of the board of directors
At the 9th meeting of the 8th board of directors of the company, the proposal on the employment of domestic audit accounting firm in 2022 was deliberated and adopted by 9 votes in favor, 0 against and 0 abstention. The company plans to renew the employment of an Yonghua Ming as the domestic audit institution of the company in 2022. The annual audit fee in 2022 shall not exceed RMB 4.8 million. If the market changes, the management is authorized to make corresponding adjustments.
(IV) effective date
The renewal of the accounting firm needs to be submitted to the general meeting of shareholders of the company for deliberation and effective from the date of deliberation and approval by the general meeting of shareholders of the company.
It is hereby announced.
Board of directors of Shanghai Shanghai Zhenhua Heavy Industries Co.Ltd(600320) (Group) Co., Ltd. April 14, 2022