Securities code: Zhongji Innolight Co.Ltd(300308) securities abbreviation: Zhongji Innolight Co.Ltd(300308) Announcement No.: 2022047 Zhongji Innolight Co.Ltd(300308)
Announcement on reappointment of audit institutions in 2022
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.
Zhongji Innolight Co.Ltd(300308) (hereinafter referred to as “the company”) held the 25th meeting of the 4th board of directors on April 21, 2022. The meeting deliberated and adopted the proposal on renewing the appointment of audit institutions in 2022. The specific situation is hereby announced as follows:
1、 Basic information of the accounting firm to be renewed
1. Basic information
Organization Name: PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership)
Nature of organization: special general partnership
Date of establishment: January 18, 2013
Chief partner: Li Dan
Registered address: room 01, unit 507, DBS building, 1318 Shanghai Lujiazui Finance & Trade Zone Development Co.Ltd(600663) Ring Road, China (Shanghai) pilot Free Trade Zone
Historical evolution: PricewaterhouseCoopers Zhongtian was formerly known as PricewaterhouseCoopers Dahua certified public accountants, which was established on March 28, 1993. With approval, it was renamed PricewaterhouseCoopers Zhongtian certified public accountants Co., Ltd; Approved by the Ministry of Finance Cai Kuai Han [2012] No. 52 on December 24, 2012, it was transformed into PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership) on January 18, 2013.
Audit report: business scope of the enterprise; Verify the capital of the enterprise and issue a capital verification report; Handle the audit business in the merger, division and liquidation of enterprises and issue relevant reports; Audit of annual financial accounts of capital construction; Acting bookkeeping; Accounting consultation, tax consultation, management consultation and accounting training; Stipulated by laws and regulations
As of December 31, 2021, the number of PWC partners was 257 and the number of certified public accountants was 1401, of which 346 have signed the audit report of securities service business since 2013.
PwC’s total revenue in the latest fiscal year (2020) audited was RMB 6.115 billion, including audit revenue of RMB 5.692 billion and securities revenue of RMB 2.861 billion. PwC Zhongtian has 103 audit clients for the financial statements of A-share listed companies in 2020, and the total audit fees of A-share listed companies are RMB 584 million. The main industries include manufacturing, finance, transportation, warehousing and postal services, real estate, wholesale and retail sales, etc. there are 48 audit clients of A-share listed companies in the same industry (Manufacturing) as the company.
2. Investor protection ability
In terms of investor protection ability, PwC Zhongtian has taken out occupational insurance in accordance with relevant laws and regulations. The sum of the cumulative compensation limit of occupational insurance and occupational risk fund exceeds 200 million yuan. The withdrawal of occupational risk fund or the purchase of occupational insurance comply with relevant regulations. PwC Zhongtian has not undertaken civil liability in relevant civil proceedings due to its practice in recent three years.
3. Integrity record
PricewaterhouseCoopers and its employees have not been subject to criminal punishment, administrative punishment, self-discipline supervision measures and disciplinary sanctions of stock exchanges, industry associations and other self-discipline organizations for practicing behavior in recent three years; PwC Zhongtian has not been subject to the administrative supervision measures of the CSRC and its dispatched offices due to its practice. The four junior employees of PricewaterhouseCoopers Zhongtian received a warning letter from Shanghai Securities Regulatory Bureau in 2019 because their personal investment behavior violated the relevant provisions on independence. The above personal behavior did not affect the effectiveness of PricewaterhouseCoopers Zhongtian quality control system or the practice quality of audit projects. The four employees subsequently resigned from PricewaterhouseCoopers Zhongtian. According to relevant laws and regulations, the above administrative supervision measures will not affect PwC Zhongtian to continue to undertake or execute securities service business and other businesses.
2、 Project information
1. Basic information
The certified public accountants to be signed by PwC are he ting (project partner) and Chen Li, and Lei Fang is the partner of project quality review. His working experience is as follows:
Experience in the accounting industry, with experience in the securities service industry. So far, he has provided many listed companies with securities business audit services such as IPO declaration audit, annual financial statement audit of listed companies and major asset restructuring audit. He has been practicing at PricewaterhouseCoopers since October 2004 and has become a certified public accountant since 2007. In recent three years, he has signed the audit report of one listed company.
(2) Quality review partner: Lei Fang, a practicing member of China Institute of certified public accountants, has more than 22 years of experience in the CPA industry and has experience in the securities service industry. So far, he has provided many listed companies with securities business audit services such as IPO declaration audit, annual financial statement audit of listed companies and major asset restructuring audit. He has been practicing at PricewaterhouseCoopers since July 2000 and has become a certified public accountant since 2005. In the past three years, he has signed or reviewed the audit reports of six listed companies.
(3) CPA to be signed: Chen Li, a practicing member of China Institute of certified public accountants, has more than 10 years of experience in the industry of certified public accountants and has experience in the securities service industry. So far, he has provided a number of listed companies with securities business audit services such as IPO declaration audit and annual financial statement audit of listed companies. He has been engaged in the audit of listed companies since 2011, became a certified public accountant since 2014, and provided audit services for the company since 2021.
2. Integrity record
He Ting, the partner of the project, Chen Li, the signing certified public accountant, and Lei Fang, the quality control reviewer, have not been subject to criminal punishment, administrative punishment and supervision measures by the CSRC and its dispatched offices, industry competent departments, self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as securities trading places and industry associations in the past three years.
3. Independence
PricewaterhouseCoopers and the proposed project partners, signing certified public accountants and quality review partners do not violate the independence requirements of the code of professional ethics for Chinese certified public accountants, nor do they have other circumstances that may affect their independence.
4. Audit fees
In order to maintain the continuity of the company’s financial report audit, the company plans to continue to hire PricewaterhouseCoopers as the financial audit institution in 2022 to provide the company with financial statement audit and verification services for related matters, and negotiate with the audit institution to determine the audit fee in 2022 according to the market situation. In 2021, the annual audit remuneration given by the company to PwC was RMB 1 million. The pricing principle of audit fees is mainly based on the responsibility of professional services and the degree of professional technology to be invested, taking into account the experience and level of employees involved in the work, the corresponding charging rate and the working hours invested.
3、 Procedures to be performed by the accounting firm to be renewed
1. Opinions of the audit committee of the board of directors
The audit committee of the board of directors of the company fully reviewed PwC’s professional qualification, investor protection ability, employee information, business experience and integrity records, and unanimously recognized PwC’s independence, professional qualification and ability. The audit committee agreed to reappoint PwC as the company’s 2022 financial audit institution and submit it to the company’s board of directors for deliberation.
2. Prior approval opinions and independent opinions of independent directors
Prior approval opinion: after careful verification of PwC’s audit qualification and the audit services it has provided for the company, we believe that PwC has the experience and ability to provide audit services for listed companies. In the work of providing audit services for the company, the report issued by PwC can objectively and truly reflect the actual situation, financial status and operating results of the company, and effectively fulfill the responsibilities of the audit institution. In order to maintain the continuity of the company’s financial report audit, we agree to appoint PwC as the company’s audit institution in 2022 and submit the matter to the company’s board of directors for deliberation. Independent opinion: after review, we agree that PwC, who is renewed this time, has the qualification of auditing securities and futures related businesses, and has the experience and ability to provide audit services for listed companies. Since the company hired PricewaterhouseCoopers as the audit institution, it has been able to conduct independent audit with a fair and objective attitude and better complete various audit work. The renewal of PWC as the company’s audit institution in 2022 is conducive to ensuring or improving the quality of the company’s audit work. Therefore, we unanimously agree to renew PwC as the company’s audit institution in 2022 and submit the proposal to the company’s general meeting for deliberation.
3. Deliberations of the board of directors
The 25th meeting of the 4th board of directors of the company deliberated and approved the proposal on renewing the appointment of the audit institution in 2022, agreed to appoint PwC as the audit institution of the company in 2022, agreed to negotiate the audit fee with PwC according to the market situation, and agreed to submit the matter to the 2021 annual general meeting of shareholders of the company for deliberation.
4. Deliberation of the board of supervisors
The 22nd Meeting of the 4th board of supervisors of the company deliberated and approved the proposal on renewing the appointment of the audit institution in 2022. The board of supervisors believed that PwC had the qualification of securities practice, adhered to the principle of independent audit in the process of practice, was able to issue various professional reports for the company on time, and agreed to appoint PwC as the audit institution of the company in 2022. 4、 Documents for future reference
1. Zhongji Innolight Co.Ltd(300308) the resolution of the 25th meeting of the 4th board of directors;
2. Zhongji Innolight Co.Ltd(300308) the resolution of the 22nd Meeting of the 4th board of supervisors;
3. Prior approval opinions and independent opinions of independent directors on relevant matters;
4. The business license of the accounting firm to be employed, the information and contact information of the main person in charge and the contact person of the regulatory business, and the identity certificate, practice license and contact information of the certified public accountant to be responsible for the specific audit business. It is hereby announced
Zhongji Innolight Co.Ltd(300308) board of directors
April 25, 2022
