Guangxi Wuzhou Zhongheng Group Co.Ltd(600252)
2021 performance report of the audit committee under the board of directors
In accordance with the provisions of the standards for the governance of listed companies, the guidelines for self regulatory supervision of listed companies of Shanghai Stock Exchange No. 1 - standardized operation, the Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) articles of Association (hereinafter referred to as the "articles of association") and the rules of procedure of the audit committee of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) board of directors (hereinafter referred to as the "rules of procedure of the audit committee"). During the reporting period, the audit committee of the board of directors of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) (hereinafter referred to as "the company" or " Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) ") was diligent and conscientious in performing its duties of audit supervision. The performance of the audit committee of the board of directors in 2021 is reported as follows: I. Basic information of the audit committee
(I) changes of audit committee
As elected by the first extraordinary general meeting of the company in 2020 and confirmed at the first meeting of the ninth board of directors, the audit committee of the ninth board of directors is composed of five directors, including Mr. Jiao Ming, Mr. Liang Jiansheng, Mr. Li Zhongjun, Mr. Wang Hongliang and Mr. Li Junhua, of which Mr. Li Zhongjun, Mr. Wang Hongliang and Mr. Li Junhua are independent directors, and the chairman is Mr. Li Junhua, an independent director of accounting.
On November 14, 2021, Mr. Jiao Ming applied for resignation as chairman of the ninth board of directors, director and chairman of the strategy committee of the board of directors, member of the nomination committee of the board of directors and member of the audit committee of the board of directors due to job transfer. On November 15, 2021, the company held the 32nd meeting of the 9th board of directors, which deliberated and adopted Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the proposal on adding members of the special committee of the board of directors, and added Mr. Mo Hongsheng as a member of the audit committee of the board of directors.
(II) personal work experience, professional background and part-time work
Mr. Mo Hongsheng, born in October 1974, Han nationality, in-service graduate degree, political engineer, engineer, CPC member. He once served as office director and project investment manager of Guangxi Investment Group Yinhai Aluminum Co., Ltd., deputy general manager of strategic investment department, deputy general manager of operation management department, deputy general manager of safety, environment and operation management department, deputy general manager of safety, environment and operation management department (presiding over the work), general manager of safety, environment and operation management department (also director of "industry, finance and investment" Collaborative Development Office) and general manager of Coordination Department of Guangxi Investment Group Co., Ltd. Currently, he is the Secretary of the Party committee and chairman of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) .
Mr. Liang Jiansheng, male, born in October 1982, Zhuang nationality, on-the-job graduate degree, senior political engineer, CPC member. Former party affairs business manager of human resources department (Party Committee Office) of Guangxi Investment Group Co., Ltd; Hang up as the manager of Human Resources Department of Guangxi longxianggu Investment Co., Ltd; Deputy manager of human resources department and deputy director of Party Committee Office of Guangxi longxianggu Investment Co., Ltd. (presiding over the work); Deputy general manager of general management department of Guangxi Investment Group Financial Holding Co., Ltd. (presiding over the work); Deputy general manager of the party masses work department of Guangxi Investment Group Co., Ltd. (deputy director of the trade union office), deputy general manager of the party masses work department / trade union office of Guangxi Investment Group Co., Ltd., and member of the Party Committee directly under Guangxi Investment Group Co., Ltd. He is now the Deputy Secretary of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) Party committee, director and chairman of trade union, vice president of Guangxi workers' Ideological and Political Work Research Association, Chongqing Lummy Pharmaceutical Co.Ltd(300006) chairman and legal representative, chairman and legal representative of Guangxi Zhongheng traditional Chinese Medicine Industry Development Co., Ltd., executive director, general manager and legal representative of Guangxi Zhongheng traditional Chinese Medicine Resources Co., Ltd.
Mr. Li Zhongjun, member of the Communist Party of China, professor and doctoral supervisor of the school of pharmacy of Peking University, doctor of science, director of the Department of chemical biology of the school of pharmacy of Peking University Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) independent directors. Former Shenzhen Salubris Pharmaceuticals Co.Ltd(002294) independent director. Social part-time work: member of the professional committee of pharmaceutical chemistry of China Pharmaceutical Association and chairman of the professional committee of pharmaceutical chemistry of Beijing Pharmaceutical Association; He is the editorial board member of Chinese chemical letter, Chinese Journal of pharmaceutical chemistry, Chinese Pharmacy (UK) and other magazines.
Mr. Wang Hongliang, member of the Communist Party of China, Professor of Law School of Tsinghua University, doctoral supervisor, doctor of civil and commercial law of China University of political science and law, Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) independent director, doctor of law of Freiburg University, Germany, and winner of Humboldt Chancellor's scholarship. Concurrently serve as Inner Mongolia First Machinery Group Corporation Co.Ltd(600967) , independent director of Bank of Dalian.
Mr. Li Junhua, with a postgraduate degree and a master's degree in accounting, began to work in July 2005. He has worked in Xianghao certified public accountants and Daxin certified public accountants. He has practiced in large tax agent firms and law firms in China. He has more than 18 years of rich experience in financial audit, tax consultation and planning, tax related assurance and company legal counsel. He has provided financial audit, tax related appraisal, tax consultation and planning, and financial and tax legal advisory services for many large enterprise groups, real estate enterprises, high-tech enterprises, administrative institutions, etc. Currently, he is the executive director and general manager of Guangxi Yucheng certified public accountants Co., Ltd., and Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) independent director.
Mr. Jiao Ming, with a bachelor's degree, is a senior economist, engineer and a member of the Communist Party of China. He began to work in July 1994. He used to be the manager of the safety and environmental protection department of Guangxi Huayin Aluminum Co., Ltd., the deputy general manager of Guangxi Investment Group Bihua Property Management Co., Ltd., the executive deputy general manager of Guangxi Kaitou Fuel Co., Ltd., the general manager, Secretary of the board of directors and director of the Office (Office of the board of directors) of the safety and environmental protection management department of Guangxi Investment Group Co., Ltd., the chairman, general manager and party secretary of Guangxi Investment Group Yinhai Aluminum Co., Ltd, Chairman and Party branch secretary of Guangxi guangtou clean energy Co., Ltd., party secretary and chairman of Guangxi Investment Group Fangyuan Power Co., Ltd., party secretary and chairman of Guangxi guangtou Energy Co., Ltd., party secretary and chairman of Guangxi Wuzhou Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) Co., Ltd.
2、 Meetings of the audit committee
In 2021, the audit committee of the company held 8 meetings and considered and approved 21 proposals. The details are as follows:
Name of the meeting: matters to be considered at the meeting
time
Review of the 9th board of directors 1 Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) proposal on participating in the subscription of non-public development shares and related party transactions of the ninth 2021 1 1 Securities Co., Ltd. of the state offshore securities and Exchange Commission;
February 29 meeting Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on Amending the management system of connected transactions of Guangxi Wuzhou Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) Co., Ltd;
The ninth board of directors reviewed February 1, 2021 The 10th proposal of the related party transaction Committee on the change of the purpose of the raised funds.
meeting
1. Financial final accounts report of 6 Zhejiang Zhongcheng Packing Material Co.Ltd(002522) 020;
2. Profit distribution plan for 6 Zhejiang Zhongcheng Packing Material Co.Ltd(002522) 020;
Review of the 9th board of directors 3 6 Zhejiang Zhongcheng Packing Material Co.Ltd(002522) 020 third price report of the 11th 2021 of the internal control evaluation committee;
Meeting 29 April Special report of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on the deposit and actual use of raised funds in 2020;
5. Annual report of 6 Zhejiang Zhongcheng Packing Material Co.Ltd(002522) 020 (full text and abstract);
6. Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on applying for credit from financial institutions under comprehensive credit line;
7. 2020 performance report of the audit committee of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) board of directors;
The ninth board of directors reviewed April 1, 2021 Report of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the first quarter of 2021 to the Planning Committee on December 28 (full text and text).
1. The 9th meeting of the board of directors, June 2021 Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the 13th meeting of Shenzhen Guohai Zhongheng pharmaceutical health venture capital partnership and related party transactions on the proposed investment and establishment of Shenzhen Planning Commission.
1. Semi annual report of 6 Zhejiang Zhongcheng Packing Material Co.Ltd(002522) 021 (full text and abstract);
2. Special report of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on the deposit and actual use of raised funds in August 2021 reviewed by the 9th board of directors in the first half of 2021;
March 27, the 14th of the Planning Commission Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the meeting on accounting policy change;
4. Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on hiring an auditor for financial statements and internal control in 2021.
The ninth board of directors reviewed October 1, 2021 Third quarter report of the Committee on May 28, 2021.
Meeting
1. Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on subscribing for Beibu Gulf property on November 22, 2016 of the 9th board of directors to review the first phase of capital supplementary bonds and related party transactions of Insurance Co., Ltd. in 2021;
2nd meeting Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on participating in capital increase and share expansion and related party transactions of Beibu Gulf Property Insurance Co., Ltd.
1. Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on terminating the subscription of the first capital supplementary bond of Beibu Gulf Property Insurance Co., Ltd. in December 2021 reviewed by the ninth board of directors and the joint transaction of the 17th on 5th of the Customs Committee;
2nd meeting Proposal of Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) on terminating participation in capital increase and share expansion and related party transactions of Beibu Gulf Property Insurance Co., Ltd.
3、 Annual main work of the audit committee
(I) regularly report the performance of duties in the audit work
In 2021, the audit committee of the board of directors of the company followed Guangxi Wuzhou Zhongheng Group Co.Ltd(600252) the articles of association, the rules of procedure of the audit committee of the board of directors and relevant laws and regulations. Carefully reviewed the annual periodic report, earnestly performed the review of the company's annual report, semi annual report and quarterly report, and put forward professional opinions and suggestions on the preparation of periodic report.
During the audit of the 2020 annual report, the audit committee of the board of directors fully performed its supervision function, listened to the report of the company's management on the production and operation and the construction of internal control in 2020, fully communicated with YONGTUO accounting firm (special general partnership) (hereinafter referred to as "YONGTUO firm") on the audit of the annual report, and carefully reviewed the financial and accounting statements prepared by the company.
(II) supervise and evaluate the work of external audit institutions
When YONGTUO firm, the financial report audit institution hired by the company, performed the annual financial statement audit and internal control audit, the audit committee of the board of directors fully communicated with YONGTUO firm on the audit scope, plan, method and other matters, earnestly urged the accountants to audit with due diligence, and ensured that the audit report was issued on schedule. The audit committee of the board of Directors believes that YONGTUO firm worked diligently and conscientiously during the audit of the company, followed the independent, objective and fair professional standards, was able to realistically express relevant audit opinions, and truly and accurately reflected the financial status and operating results of the company.
(III) guide internal audit
During the reporting period, the audit committee of the board of directors carefully reviewed the audit plan of the company's internal audit department and considered it feasible. At the same time, it urged the internal audit institution to implement it in strict accordance with the audit plan and put forward guiding opinions on the problems found in the audit process. The audit committee of the board of directors listened carefully to the audit work report of the internal audit department, focused on finance, internal control and other aspects, and found no major problems in the audit work.
(IV) coordinate the communication between the management, internal audit department and relevant departments and external audit institutions
During the reporting period, on the basis of fully listening to the opinions of all parties, the audit committee of the board of directors actively coordinated the communication between the company's management and the external audit institutions, the communication between the company's internal audit department and relevant departments and the external audit institutions, and urged the relevant internal departments to cooperate with the external audit work, which achieved high efficiency and high quality and improved the efficiency of relevant audit work.
(V) evaluation of internal control
