Jihua Group Corporation Limited(601718)
Audit and Risk Management Committee of the board of directors
Performance report of 2021
Jihua Group Corporation Limited(601718) (hereinafter referred to as "the company") the board of directors was changed on January 21, 2021, and the members of the Fifth Board of directors performed their duties. The audit and risk committee under the 5th board of directors is composed of three directors: Zhang Jide, Xu Jian and Shi Junlong, of which Zhang Jide and Xu Jian are independent directors, and Zhang Jide is the chairman of the Committee. All members have professional knowledge and business experience competent for the duties of the audit and risk management committee.
The audit and risk management committee conscientiously performs its duties in accordance with the articles of association, the rules of procedure of the audit and Risk Management Committee of the board of directors and the working system of independent directors. Organize and hold professional meetings in accordance with the regulations, timely understand the production, operation and operation of the company, and actively investigate and obtain the data and information required for making decisions. Supervise and evaluate the company's external audit, guide the company's internal audit and risk management, promote and supervise the company to establish an effective internal control system and provide true, accurate and complete financial reports.
The performance of the company's audit and risk management committee in 2021 is reported as follows: I. the holding of the 2021 annual meeting of the audit and risk management committee
In 2021, the audit and Risk Management Committee held three meetings. All members personally attended all the meetings by means of on-site and communication, and signed and confirmed the relevant meeting resolutions and minutes. The main contents of previous meetings are as follows:
(I) the first meeting of the audit and Risk Management Committee of the 5th board of directors. The meeting was held in Beijing on January 21, 2021. The meeting reviewed the work plan for final accounts audit of Jihua Group Corporation Limited(601718) 2020 financial statements; The meeting reviewed the audit and risk management report of Jihua Group Corporation Limited(601718) 2020; The meeting listened to the explanation made by the assets and Finance Department of the company on the Jihua Group Corporation Limited(601718) 2020 annual financial statement (estimate), and issued a written preliminary deliberation opinion; The meeting also agreed that after the 2020 internal control evaluation plan of Xinxing Jihua Group Corporation Limited(601718) Co., Ltd. is issued, the audit risk department of the company shall prepare the 2020 internal control evaluation work plan of the company according to its requirements and in combination with the actual situation of the company.
(II) the second meeting of the audit and Risk Management Committee of the 5th board of directors. The meeting was held in Beijing on April 19, 2021. The meeting reviewed the preliminary review results on the audit of Jihua Group Corporation Limited(601718) annual financial statements; The meeting reviewed the preliminary review results of Jihua Group Corporation Limited(601718) internal control audit.
(III) the third meeting of the audit and Risk Management Committee of the 5th board of directors. The meeting was held in Beijing on April 23, 2021. The meeting reviewed the audit report on financial statements of Jihua Group Corporation Limited(601718) 2020; The meeting reviewed the internal control audit report of Jihua Group Corporation Limited(601718) 2020; The meeting reviewed the summary report on the audit work of Dahua Certified Public Accountants (special general partnership) in 2020; The meeting considered the evaluation report on internal control in Jihua Group Corporation Limited(601718) 2020; The meeting considered the proposal on the actual amount of daily connected transactions in 2020 and the expected amount of daily connected transactions in 2021; The meeting considered the proposal of signing financial service agreement with Xinxing Jihua Group Corporation Limited(601718) Finance Co., Ltd.
2、 Responsibilities of the audit and risk management committee in the annual audit process
(I) issue a written preliminary review opinion on the company's 2020 financial statements (estimates). The audit and Risk Management Committee of the company held the first meeting of the audit and Risk Management Committee of the Fifth Board of directors on January 21, 2021. At the meeting, the participating members listened to the explanation made by the assets and finance department on the Jihua Group Corporation Limited(601718) 2020 annual financial statements (estimate). Members present at the meeting issued written preliminary deliberation opinions on the financial statements (estimates) of Jihua Group Corporation Limited(601718) 2020.
(II) issue audit opinions on the preliminary audit results after the preliminary audit. During the annual audit, the audit and Risk Management Committee of the company communicated with Dahua Certified Public Accountants on the problems found in the audit process. After Dahua Certified Public Accountants issued preliminary audit opinions, the second meeting of the audit and Risk Management Committee of the Fifth Board of directors was held on April 19, 2021. At the meeting, the preliminary audit results of the company's 2020 financial and accounting statements were reviewed and written review opinions were formed. The audit and Risk Management Committee of the company believes that the company has prepared the financial statements in accordance with the requirements of the accounting standards for business enterprises, which fairly reflect the financial position, operating results and cash flow of the company in 2020 in all major aspects.
(III) audit and evaluate the audit report and audit quality after audit. After Dahua Certified Public Accountants issued the audit report, the audit and Risk Management Committee held the third meeting of the audit and Risk Management Committee of the Fifth Board of directors on April 23, 2021 and reviewed the audit report of Jihua Group Corporation Limited(601718) 2020 financial statements and the audit report of Jihua Group Corporation Limited(601718) 2020 internal control. After deliberation at the meeting, it was agreed to submit the 2020 audit report to the board of directors for deliberation. At the same time, the audit and risk management committee summarized and evaluated the audit quality of Dahua certified public accountants, and submitted the summary report on the audit work of Dahua certified public accountants in 2020 to the board of directors. It is believed that Dahua certified public accountants can carry out the audit work in accordance with the requirements of the auditing standards for Chinese certified public accountants, and certified public accountants can abide by relevant professional ethics and abide by objective, independent The principle of impartiality, maintain professional competence and due attention, and issue objective and fair audit reports.
(IV) propose to appoint Dahua certified public accountants as the audit institution of the company in 2021. Based on the professional ethics and performance ability of Dahua certified public accountants in the audit process of 2020, the audit and risk management committee recommends to continue to employ Dahua Certified Public Accountants (special general partnership) as the audit institution for the company's financial statements and internal control in 2021.
(V) pay attention to the company's 2021 financial report and internal control audit. The audit and Risk Management Committee of the company actively pays attention to the preparation of 2021 financial report and internal control audit, and performs corresponding responsibilities in 2022 according to the progress of annual audit.
3、 Key issues of the audit and risk management committee in performing its duties
(I) review the company's internal control evaluation report in 2020, guide the company's internal audit, internal control construction and evaluation, and promote the continuous improvement of the company's risk management level.
At the meeting held on April 23, 2021, the audit and Risk Management Committee of the board of directors reviewed the internal control evaluation report of Jihua Group Corporation Limited(601718) 2020 and considered that the report objectively and truly reflected the internal control of the company in 2020. The actual operation of internal control met the requirements of the governance norms of listed companies issued by the CSRC, and there were no major defects and important defects in major aspects, The company agreed to submit the report to the board of directors for deliberation. (II) review the company's annual financial report and express opinions on it. During the reporting period, the audit and Risk Management Committee of the board of directors carefully reviewed the company's financial report and believed that the company's financial report was true, complete and accurate, there were no relevant fraud, fraud and material misstatement, and there were no major accounting error adjustments, matters involving important accounting judgments, matters leading to non-standard opinion audit reports, etc.
(III) coordinate the communication between the management, internal audit department and relevant departments and external audit institutions. During the reporting period, in order to better promote the timely and effective communication between Dahua certified public accountants and the company's management, internal audit department, financial department and other relevant departments, the committee members discussed and communicated in various ways on matters related to the company's annual report, inquired about the work development of some affiliated enterprises, and actively carried out relevant coordination after fully listening to the report, Ensure that the annual audit of the company can be completed on time. (IV) express opinions on the company's annual daily connected transactions and important financial service agreements. During the reporting period, the audit and Risk Management Committee of the board of directors of the company believed that the daily connected transactions of the company in 2020 fulfilled the legal procedures, reflected the principles of fairness, impartiality, openness, voluntariness and integrity, and did not harm the company and shareholders, especially non connected shareholders and minority shareholders; It is believed that the financial service agreement signed between the company and Xinxing Jihua Group Corporation Limited(601718) Finance Co., Ltd. is conducive to broadening the scope of the company's financial cooperation institutions and meeting the needs of the development of the company's production and operation business.
4、 Overall evaluation
In 2021, the audit and Risk Management Committee of the board of directors of the company performed the duties of the audit and risk management committee with due diligence in accordance with the operation guidelines of the audit committee of the board of directors of listed companies on Shanghai Stock Exchange and the rules of procedure of the audit and risk management committee of the board of directors formulated by the company.
In 2022, the audit and risk management committee will continue to play its professional functions, strengthen communication with external audit institutions, effectively supervise and guide the company's internal audit and risk management, promote the continuous optimization of the company's internal control system and the effective improvement of business efficiency, and make due contributions to the company's reform and high-quality development.
It is hereby reported.
Audit and Risk Management Committee of the board of directors April 27, 2022
