Tianjin Songjiang Co.Ltd(600225)
Performance report of the audit committee of the board of directors in 2021
In accordance with the work guidelines of the audit committee of the board of directors of listed companies issued by China Securities Regulatory Commission and Shanghai Stock Exchange and the work rules of the Audit Committee issued by Tianjin Songjiang Co.Ltd(600225) (hereinafter referred to as “the company”), the audit committee of the board of directors of the company has conscientiously performed relevant duties based on the principle of diligence and diligence in reviewing the company’s financial information and its disclosure, reviewing the company’s internal control system Supervise the company’s internal audit system and its implementation, and express relevant opinions or suggestions on the evaluation of the work of external audit institutions. The report on the performance of the audit committee of the board of directors in 2021 is as follows:
1、 Basic information of the audit committee of the board of directors
The audit committee of the 10th board of directors of the company is composed of independent directors Ms. Li Shu, Mr. Li Zhihui and Mr. Liu Xinlin, of which Ms. Li Shu is the chairman.
2、 Annual meeting of the audit committee of the board of directors
In 2021, the audit committee of the board of directors of the company held 7 meetings, which provided decision-making basis and suggestions for the resolutions of relevant matters of the board of directors. The details are as follows:
1. The eighth meeting of the audit committee of the 10th board of directors of the company was held by means of communication at 15:00 on January 22, 2021. Deliberated and passed the proposal on providing counter guarantee and related party transactions for indirect controlling shareholders, and decided to submit the proposal to the 19th meeting of the 10th board of directors for deliberation.
2. The ninth meeting of the audit committee of the 10th board of directors of the company was held at 10:30 on January 29, 2021 in the conference room on the third floor of the company, building 1, tianwanyuan public building, Huandao West Road, northeast of the intersection of Youyi South Road and outer ring road, Xiqing District, Tianjin. Deliberated and passed the proposal on Tianjin Songjiang Co.Ltd(600225) annual audit plan (2020).
3. The 10th meeting of the audit committee of the 10th board of directors of the company was held by means of communication at 9:00 on February 5, 2021. Deliberated and passed the proposal on providing counter guarantee and related party transactions for indirect controlling shareholders, and decided to submit the proposal to the 21st Meeting of the 10th board of directors of the company for deliberation.
4. The 11th meeting of the audit committee of the 10th board of directors of the company was held at 8:30 on April 27, 2021 in the conference room on the third floor of the company, building 1, tianwanyuan public building, Huandao West Road, northeast of the intersection of Youyi South Road and outer ring road, Xiqing District, Tianjin. Deliberated and passed the proposal on the performance report of the audit committee in 2020, the proposal on the annual report and summary of the annual report of the company in 2020, the proposal on the final financial report of the company in 2020, the plan for profit distribution of the company in 2020, the proposal on the evaluation report of the company’s internal control in 2020, the proposal on the audit report of the company’s internal control in 2020 Proposal on the company’s daily related party transactions in 2021, proposal on Authorizing the company and its holding subsidiaries to apply for loans from related parties in 2021, proposal on the company’s provision for asset impairment, proposal on the company’s outstanding losses reaching one third of the total paid in share capital, proposal on the change of the company’s accounting policies, proposal on the company’s report for the first quarter of 2021, And decided to submit the above proposal to the 22nd Meeting of the 10th board of directors for deliberation.
5. The 12th meeting of the audit committee of the 10th board of directors of the company was held by means of communication at 9:30 on August 23, 2021. Deliberated and passed the proposal on the company’s 2021 semi annual report and summary and the proposal on withdrawing bad debt reserves in 2021 semi annual, and decided to submit the above proposal to the 23rd Meeting of the 10th board of directors for deliberation.
6. The 13th meeting of the audit committee of the 10th board of directors of the company was held by means of communication at 10:00 on October 29, 2021. The proposal on the company’s third quarter report in 2021 was reviewed and passed, and it was decided to submit the proposal to the 25th meeting of the 10th board of directors for deliberation.
7. The 14th meeting of the audit committee of the 10th board of directors of the company was held by communication at 10:00 on December 31, 2021. Deliberated and passed the proposal on changing the accounting firm and the proposal on writing off the long-term equity investment in subsidiary companies, and decided to submit the above proposal to the 26th meeting of the 10th board of directors for deliberation.
3、 Performance of the audit committee of the board of directors
1. Evaluate the effectiveness of internal control
In accordance with the company law, securities law and other laws and regulations, as well as the relevant provisions and relevant requirements of the CSRC and Shanghai Stock Exchange, the company has established a relatively perfect corporate governance structure and governance system. During the reporting period, the company strictly implemented various laws, regulations, rules, articles of Association and various internal control management systems, and the general meeting of shareholders, the board of directors, the board of supervisors and the management operated in a standardized manner, Effectively protect the legitimate rights and interests of the company and shareholders. We believe that the company’s internal control system has been basically sound and effectively implemented.
2. Supervise and evaluate the work of external audit institutions
(1) Propose to the board of directors to hire an external audit institution
During the reporting period, we proposed to the board of directors to employ ZTE caiguanghua Certified Public Accountants (special general partnership) as the audit institution for the company’s 2021 financial report and internal control. ZTE caiguanghua Certified Public Accountants (special general partnership) is qualified for securities and futures related business, has many years of experience and ability to provide audit services for listed companies, can provide true and fair audit services for the company, and meet the requirements of the company’s 2021 financial report and internal control audit. The company’s change of accounting firm does not harm the interests of the company and all shareholders.
(2) Communication and discussion with external audit institutions
Zhongshen Zhonghuan Certified Public Accountants (special general partnership) is the financial report and internal control audit institution for 2020 employed by the company. During the reporting period, the audit committee fully discussed and communicated with China audit Zhonghuan Certified Public Accountants (special general partnership) on the 2020 annual audit plan, audit scope, audit methods and other matters. 3. Supervise and evaluate internal audit
During the reporting period, the audit committee of the board of directors urged the company’s internal audit and gave guidance to the internal audit. No major problems were found in the internal audit.
4. Review the company’s financial report
During the reporting period, the audit committee of the board of directors reviewed the company’s financial report, considered that the preparation of the company’s financial report was in line with the accounting standards for business enterprises and relevant regulations, and submitted the company’s quarterly financial report and the financial report and audit results of 2020 to the board of directors for review.
5. Coordinate the communication between management and external audit institutions
During the reporting period, the audit committee of the board of directors of the company communicated and exchanged opinions with the company’s management and Zhongshen Zhonghuan Certified Public Accountants (special general partnership) for many times, and had in-depth communication with the accounting firm on matters related to the annual report audit with the management, so as to actively promote the audit in 2020.
6. Review related party transactions of the company and express opinions
During the reporting period, the audit committee of the board of directors of the company reviewed the necessity and objectivity of the related party transactions of the company, whether the transaction price is fair and reasonable, and whether it damages the interests of the company and shareholders in strict accordance with the laws and regulations of the regulatory authority and the relevant requirements of the articles of association. The audit committee of the board of directors of the company believes that the related party transactions of the company follow the market-oriented principles of fairness, impartiality and openness, and perform the review and disclosure procedures in accordance with the requirements of relevant regulatory regulations. There are no violations and do not harm the interests of the company’s shareholders, especially the minority shareholders. 4、 Overall evaluation
During the reporting period, we performed the duties of the audit 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 working rules of the audit committee formulated by the company.
5、 Work plan of the audit committee in 2022
1. Continue to strengthen the supervision and support of the company’s internal audit work to ensure the smooth development of internal audit work. 2. Further strengthen the supervision and support for the construction of the company’s internal control system to ensure the effective implementation of internal control.
3. Strengthen the supervision and evaluation of the work of external audit institutions, and coordinate the communication between management and relevant departments and external audit institutions.
4. Continue to audit the company’s regular reports and strengthen the analysis of financial reports.
Tianjin Songjiang Co.Ltd(600225) board of directors audit committee April 25, 2022
