Shanghai Tianyong Engineering Co.Ltd(603895)
Announcement on the renewal of accounting firm
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important tips:
Name of accounting firm to be employed: Tianzhi international accounting firm (special general partnership) (hereinafter referred to as “Tianzhi international”)
Shanghai Tianyong Engineering Co.Ltd(603895) (hereinafter referred to as “the company”) held the 22nd Meeting of the second board of directors and the 18th meeting of the second board of supervisors on April 29, 2022, deliberated and adopted the proposal on renewing the appointment of the company’s audit institution in 2022 and submitting it to the general meeting of shareholders to authorize the board of directors to decide its remuneration. The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The relevant matters are hereby announced as follows:
1、 Basic information of the accounting firm to be employed
(I) institutional information
1. Basic information
Tianzhi International Certified Public Accountants (special general partnership) (hereinafter referred to as “Tianzhi international”), founded in December 1988 and headquartered in Beijing, is a super large comprehensive consulting organization focusing on audit and assurance, capital market services, management consulting, government affairs consulting, tax services, legal affairs and liquidation, information technology consulting, engineering consulting and enterprise valuation.
The chief partner of Tianzhi international is Qiu Jingzhi, whose registered address is area A-1 and a-5, building 68, No. 19, Chegongzhuang West Road, Haidian District, Beijing. The organizational form is special general partnership.
Tianzhi international has obtained the practice certificate issued by the Beijing Municipal Bureau of finance. It is one of the first accounting firms in China to obtain the qualification of securities and futures related business, the qualification of engaging in the audit business of super large state-owned enterprises, the qualification of financial audit, the qualification of Accounting judicial appraisal, and the qualification of security and confidentiality of military secret related business consulting services, And registered with PCAOB in the United States. Tianzhi international has been engaged in securities service business for more than 20 years.
As of December 31, 2021, there were 71 partners of Tianzhi international, 939 certified public accountants and 313 certified public accountants who signed the audit report of securities service business.
In 2020, the total audited revenue of Tianzhi international was 2.228 billion yuan, the audit revenue was 1.693 billion yuan and the securities business revenue was 813 million yuan. In 2020, there were 185 audit clients of listed companies, and the main industries (industries of the CSRC, the same below) include manufacturing, information transmission, software and information technology services, power, heat, gas and water production and supply, transportation, warehousing and postal services, real estate, etc. the total audit fees were 207 million yuan, and the company had 110 audit clients of Listed Companies in the same industry.
2. Investor protection ability
In accordance with relevant laws and regulations, Tianzhi international has accrued full amount of occupational risk fund in previous years, and the cumulative compensation limit of accrued occupational risk fund and purchased occupational insurance shall not be less than 80 million yuan. The withdrawal of occupational risk fund and the purchase of occupational insurance comply with relevant regulations. In recent three years (from 2019, 2020, 2021 and the beginning of 2022 to the date of this announcement, the same below), Tianzhi international has not borne civil liability in relevant civil proceedings due to its practice.
3. Integrity record
In the past three years, Tianzhi international has received 0 criminal punishment, 0 administrative punishment, 7 Supervision and management measures, 0 self-discipline supervision measures and 0 disciplinary sanctions for its practice. In the past three years, employees have been subject to supervision and management measures for practice for 6 times, involving 16 personnel. There is no case of criminal punishment, administrative punishment and self-discipline supervision measures for practice.
(II) project information
1. Basic information
The basic information of the project partner, signature certified public accountant and project quality control reviewer is as follows:
Project partner and signed CPA 1: Wang Juan, who became a CPA in 2009, began to engage in the audit of Listed Companies in 2014, began to practice in the exchange in 2009, began to provide audit services for the company in 2019, signed 8 audit reports of Listed Companies in recent three years and reviewed 2 audit reports of Listed Companies in recent three years.
Signature certified public accountant 2: Wang Wei, who became a certified public accountant in 2007, began to engage in the audit of Listed Companies in 2017, began to practice in the exchange in 2010, began to provide audit services for the company in 2019, signed 7 audit reports of Listed Companies in recent three years and reviewed 0 audit reports of Listed Companies in recent three years.
Reviewer of project quality control: Chen Bolin, who became a certified public accountant in 2005, began to engage in the audit of Listed Companies in 2006, began to practice in the exchange in 2008, began to provide audit services for the company in 2021, signed 6 audit reports of Listed Companies in recent three years and reviewed 2 audit reports of Listed Companies in recent three years.
2. Integrity record
The details of the project partners, signed certified public accountants and project quality control reviewers who have been subject to criminal punishment due to their professional behavior in recent three years, administrative punishment and supervision measures by the CSRC and its dispatched offices, industry competent departments, self-discipline supervision measures and disciplinary sanctions by stock exchanges, industry associations and other self-discipline organizations are shown in the table below:
Punishment Division
Reasons and punishment of the implementing unit
Name Date penalty type
China Securities Regulatory Commission is implementing the administrative supervision of Shenyang Machine Tool Co.Ltd(000410) 2019 Annual Report
1. Wang Juan’s practice did not comply with the measures of China registration and administration when she supervised the audit project in Liaoning on January 21, 2021
The relevant requirements of the accounting practice standards of the State Administration of securities and exchange violated the provisions of the measures for the administration of information disclosure of listed CSRC companies. China Securities Regulatory Commission Liaoning regulatory bureau on Tianzhi international and signed certified public accountant 2 Wang Wei 2021-1-21
The supervisor shall take the supervision and management measures of supervision talk.
Authority
3. Independence
There are no circumstances that may affect the independence of Tianzhi international, project partners, signing certified public accountants and project quality control reviewers.
4. Audit fees
The audit service charge of Tianzhi international is determined according to the business responsibility, complexity, work requirements, required working conditions and working hours, as well as the professional knowledge and working experience invested by staff at all levels who actually participate in the business. The company’s audit fee in 2021 is 850000 yuan, including 750000 yuan for financial report audit and 100000 yuan for internal control audit; The company will request the general meeting of shareholders to authorize the management to negotiate and determine the audit fee for 2022 according to the industry standards and the actual annual audit workload.
2、 Procedures to be performed by the accounting firm to be reappointed
(I) review opinions of the audit committee
The audit committee of the board of directors of the company has evaluated the professional competence, investor protection ability, independence and integrity of Tianzhi international, and believes that Tianzhi international can follow the principles of independence, objectivity and impartiality and has relevant professional qualifications and abilities. In the audit of the company’s annual report in 2021, Tianzhi international scrupulously abides by its duties, and the audit opinions issued by Tianzhi international truly reflect the company’s financial situation and operating results. Therefore, we propose to the board of directors to renew the appointment of Tianzhi international as the company’s financial audit institution and internal control audit institution in 2022.
(II) prior approval and independent opinions of independent directors
Before the meeting, the independent directors of the company approved the proposal to renew the appointment of the accounting firm and expressed their consent. The independent directors of the company believe that Tianzhi international has the professional qualification and competence to provide audit services for listed companies. In providing audit services for the company, Tianzhi international can fulfill its duties and follow the principles of independence, objectivity and impartiality. They agree to continue to appoint Tianzhi international as the company’s financial audit institution and internal control audit institution in 2022.
(III) deliberation and voting of the board of directors on the proposals related to the appointment of accounting firms
The company held the 22nd Meeting of the second session of the board of directors on April 29, 2022. With 7 affirmative votes, 0 negative votes and 0 abstention votes, the proposal on renewing the appointment of Tianzhi International Certified Public Accountants (special general partnership) as the audit institution of the company’s financial report and internal control in 2022 was considered and adopted.
(IV) other instructions
The appointment of an accounting firm needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation, and will take effect from the date of deliberation and approval by the general meeting of shareholders of the company.
It is hereby announced.
Shanghai Tianyong Engineering Co.Ltd(603895) the daily report of the board of directors on April 30, 2022 (I) the resolution of the 22nd Meeting of the second board of directors; (II) resolutions of the 18th meeting of the second board of supervisors; (III) prior approval opinions of independent directors on the renewal of the accounting firm; (IV) independent opinions of independent directors on matters related to the 22nd Meeting of the second board of directors; (V) performance report of the audit committee in 2021
