Performance report of the audit committee of the board of directors in 2021
Shareate Tools Ltd(688257) (hereinafter referred to as "the company"), the audit committee of the board of directors, in accordance with the operation guidelines of the audit committee of the board of directors of listed companies on Shanghai Stock Exchange, the governance standards of listed companies, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange, the articles of association, the rules of procedure of the audit committee and other relevant provisions of the CSRC, performed its duties in 2021, actively carried out its work and earnestly performed its duties. The report on the work in 2021 is as follows:
1、 Basic information of the audit committee
At the beginning of 2021, the audit committee of the third board of directors of the company was composed of independent director Mr. Zhou Yujun, independent director Ms. sun Xiaoyan and director Mr. Yuan AI. Among them, independent directors accounted for two-thirds of the total members of the audit committee, and the convener (Chairman) was Mr. Zhou Yujun with professional accounting qualification. In May 2021, the audit committee of the board of directors of the company completed the replacement work. The audit committee of the Fourth Board of directors of the company is still composed of the above three directors, and the convener (Chairman) is still Mr. Zhou Yujun with professional accounting qualification.
2、 Annual meeting of the audit committee
In 2021, the audit committee of the board of directors actively performed its duties in accordance with the company law, the standards for the governance of listed companies, the articles of association, the detailed rules for the work of the audit committee and other relevant provisions. In 2021, the audit committee held five meetings, all of which were attended by all members, and the resolutions of the meeting were adopted with the unanimous consent of all members. The details are as follows:
Time and content of the session
The proposal on the financial report of the company in 2020, the proposal on confirming related party transactions in 2020, the proposal on the review of daily related party transactions in 2021 by the third board of directors, and the proposal on the 12th internal control self-evaluation report of the Planning Commission on March 21, 2021 were reviewed and adopted Proposal on hiring notarial Tianye Certified Public Accountants (special general partnership) as the company's audit institution in 2021, proposal on mutual guarantee between the company and its wholly-owned subsidiaries, and proposal on changes in the company's accounting policies.
On July 26, 2021, the Fourth Board of directors reviewed and approved the proposal on the internal audit report on equipment procurement in Qianjiang Wuhan area (the first January June of 2021 Planning Committee).
meeting
On October 25, 2021, the Fourth Board of directors reviewed and approved the second proposal of the daily accounting Committee on the third quarter report of the company in 2021.
meeting
The proposal on using raised funds to replace self raised funds invested in advance and the proposal on using bank acceptance bills to pay the funds required for raised investment projects and replacing them with raised funds in the same amount were deliberated and adopted, and the proposal of the fourth session of the board of directors on October 29, 2021 The proposal on cash management for the third time by the daily Planning Committee on the use of over raised funds and some idle raised funds, the proposal on the use of some idle self meeting funds for cash management, the proposal on the use of some raised funds to increase capital to wholly-owned subsidiaries to implement raised investment projects Proposal on using some over raised funds to permanently supplement working capital.
The 4th board of directors reviewed and approved the proposal on using the over raised funds to acquire and increase the capital of zhuzhouwei cutting tools Co., Ltd. for the fourth time of the Planning Commission on December 10, 2021, the proposal on the final accounting audit scheme of the alloy products construction project of Wuhan hard day conference, and the 2022 annual work plan of the company's internal audit.
3、 Main work contents of the audit committee in 2021
In 2021, the audit committee of the board of directors of the company conscientiously performed its duties based on the principle of diligence, and was mainly responsible for the supervision, verification and communication of the audit process, as follows:
(I) supervise and evaluate the work of external audit institutions
The audit committee of the board of directors assessed the independence and professionalism of the external audit institution notarized Tianye Certified Public Accountants (special general partnership) hired by the company, and supervised and evaluated its audit of the financial report in 2020. It believed that notarized Tianye Certified Public Accountants (special general partnership) strictly abided by the provisions of the auditing standards for Chinese Certified Public Accountants in the process of providing audit services for the company Perform duties objectively, fairly and independently, reflect good professional standards and professional ethics, and be able to express relevant audit opinions in a realistic manner. It is proposed to renew the appointment of notary Tianye Certified Public Accountants (special general partnership) as the company's audit institution in 2021.
(II) guide internal audit
In 2021, the audit committee paid active attention to the standardization and effectiveness of the internal audit work, carefully reviewed the company's internal audit work plan, urged the company's audit department to strictly implement the audit plan, put forward guiding opinions on the internal audit work, and self evaluated the effectiveness of the company's internal control.
After reviewing the internal audit report, we found no major problems in the internal audit.
(III) review the company's financial report and express opinions
The financial report of the company in 2021 was seriously reviewed by the audit committee, which believed that the company's financial fraud, fraud and related errors existed. After evaluation, the Audit Committee believes that the company does not have any major accounting error adjustment and other matters involving important accounting judgment, nor does it have any matters leading to non-standard unqualified audit report.
(IV) evaluate the effectiveness of internal control
In 2021, the audit committee gave full play to its professional functions and industry expertise, urged the company to evaluate the rationality and effectiveness of the design of internal control system according to relevant requirements, actively promoted the construction and implementation of the company's internal control system, and effectively protected the legitimate rights and interests of the company and shareholders in accordance with the provisions of the basic norms of enterprise internal control and other relevant normative documents.
(V) coordinate the communication between management, internal audit department and other relevant departments and external audit institutions
The audit committee pays attention to the communication with the external audit institutions, and urges the external audit institutions to perform their duties diligently and fulfill the audit procedures as planned. In 2021, the audit committee maintained full and good communication with the company's management, internal audit department, other relevant departments and external audit institutions, actively coordinated the problems in the audit process, improved audit efficiency, reduced audit costs and jointly played the role of audit supervision.
(VI) review related party transactions
In 2021, the audit committee reviewed the materials related to daily connected transactions, issued written opinions and submitted them to the board of directors for consideration at the general meeting of shareholders. The Audit Committee believes that the related party transactions between the company and related parties meet the company's business development needs, the transaction prices are objective and fair, the decision-making procedures of related party transactions comply with the relevant provisions of laws and regulations, and do not harm the interests of the company and other shareholders.
4、 Overall evaluation
In 2021, the audit committee of the company fully performed the duties entrusted by laws and regulations, the articles of association, the rules of procedure of the audit committee and other systems, gave full play to its own expertise, conducted due diligence review on the financial situation of the company in 2021, timely grasped the business dynamics of the company and promoted the sound operation and development of the company.
In 2022, the audit committee will continue to adhere to the principles of prudence, objectivity and independence, be diligent and conscientious, carefully supervise the internal and external audit of the company, strengthen communication with the board of directors, the board of supervisors and the management of the company, give better play to the role of supervision, safeguard the legitimate rights and interests of the company and shareholders, and promote the steady operation and standardized operation of the company Shareate Tools Ltd(688257) board of directors Audit Committee Zhou Yujun, sun Xiaoyan, Yuan AI April 19, 2022
