Securities code: 002107 securities abbreviation: Shandong Wohua Pharmaceutical Co.Ltd(002107) Announcement No.: 2022-011 Shandong Wohua Pharmaceutical Co.Ltd(002107)
Announcement on the proposed renewal of accounting firm
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.
Special tips:
1. The audit opinion of the company in 2021 is the standard unqualified opinion;
2. This appointment does not involve the change of accounting firm;
3. The audit committee, independent directors and the board of directors of the company have no objection to the proposed renewal of the accounting firm.
Shandong Wohua Pharmaceutical Co.Ltd(002107) (hereinafter referred to as the company) held the 17th meeting of the 6th board of directors on January 19, 2022, deliberated and adopted the proposal on renewing the appointment of accounting firm, agreed to hire YONGTUO accounting firm (special general partnership) as the company’s financial audit institution and internal control audit institution in 2022, and submitted it to the company’s 2021 annual general meeting for deliberation, Relevant matters are hereby announced as follows:
1、 Basic information of the accounting firm to be renewed
(I) institutional information
1. Basic information
(1) Name of accounting firm: YONGTUO accounting firm (special general partnership) (2) date of establishment: December 20, 2013
(3) Organization form: special general partnership
(4) Registered address: 13 / F, building 2, No. 1, guandongdian North Street, Chaoyang District, Beijing
(5) Scope of business: examining enterprise accounting statements and issuing audit reports; 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 consulting, tax consulting, management consulting and accounting training; Other businesses stipulated by laws and regulations.
(6) Chief partner: LV Jiang
(7) Basic introduction
YONGTUO is a modern consulting service organization. It was established in 1993 with the approval of the National Audit Office. It is the first accounting firm in the national audit system to join the international accounting organization. In 1999, with the approval of the Ministry of Finance and the National Audit Office, YONGTUO was restructured into a limited liability company. In 2006, YONGTUO became a member of Nicha international. In 2007, with the approval of the Hong Kong government, YONGTUO established YONGTUO Fuxin (Hong Kong) certified public accountants in Hong Kong. At the end of 2013, YONGTUO completed the transformation from a limited liability company to a special general partnership. In 2019, YONGTUO passed the certification of Hong Kong FRC financial reporting Bureau and obtained the listing audit permission of the stock exchange of Hong Kong.
YONGTUO has the business license related to securities and futures, the practice certificate of accounting firm and the qualification to engage in securities service business.
(8) Personnel information
By the end of 2020, YONGTUO had 104 partners, 508 certified public accountants and 202 certified public accountants who had signed the audit report of securities service business.
(9) Financial situation
In 2020, YONGTUO’s business income was 342.89 million yuan, including 294.07 million yuan from audit business and 150.17 million yuan from securities business; The net assets are 29.75 million yuan (the above data have been audited).
(10) Customer situation
By the end of 2020, YONGTUO had 35 clients of annual financial report audit of listed companies (including the number of IPO firms approved by the CSRC). The industries involved include non-ferrous metals, new energy, coal mining, transportation, general equipment, instruments and meters, electrical machinery, medicine and health, real estate, agriculture and animal husbandry, food manufacturing, wood processing, etc. there are no audit customers of Listed Companies in the same industry of the company.
2. Investor protection capacity
YONGTUO has withdrawn 6.46 million yuan from the occupational risk fund and purchased 100 million yuan of occupational insurance, which can bear the civil liability for compensation caused by audit failure. The withdrawal of occupational risk fund and the purchase of pledge insurance comply with relevant regulations.
In the past three years, YONGTUO has not undertaken civil liability in civil litigation related to practice.
3. Integrity record
In recent three years, YONGTUO has been subject to criminal punishment, administrative punishment, administrative supervision measures and self-discipline sanctions as follows:
Type 2020 2019 2018
No criminal punishment
Administrative penalty none none none
Administrative supervision measures 5 times, 2 times and 1 time
Self discipline punishment no
The specific circumstances of employees subject to criminal punishment, administrative punishment, administrative supervision measures and self-discipline sanctions are as follows: 18 employees have been subject to criminal punishment 0 times, administrative punishment 0 times, supervision and management measures 20 times and self-discipline supervision measures 0 times in recent three years.
(II) project information
1. Basic information
Project partner Jing Xiumei, a certified public accountant, has been engaged in audit business in YONGTUO Certified Public Accountants (special general partnership) since 2001. She has successively provided annual audit and assurance work for Shandong Mining Machinery Group Co.Ltd(002526) , Shandong Tongda Island New Materials Co.Ltd(300321) , Beijing Const Instruments Technology Inc(300445) , Sobute New Materials Co.Ltd(603916) , Nanjing Huamai Technology Co.Ltd(603042) and other listed companies, and has the corresponding professional competence. Hou Zengyu, a certified public accountant, has been engaged in audit business in YONGTUO Certified Public Accountants (special general partnership) since July 2007. He has successively provided annual audit assurance for Beijing Const Instruments Technology Inc(300445) and Sobute New Materials Co.Ltd(603916) and has corresponding professional competence.
Li Qida, the reviewer of project quality control, is now the reviewer of quality control of YONGTUO certified public accountants and a Chinese certified public accountant. He became a certified public accountant on December 29, 1999 and began to engage in the audit business of Listed Companies in 2016. He joined YONGTUO Certified Public Accountants on October 18, 2021 and provided audit services for it. Engaged in the audit industry of certified public accountants for 21 years, with experience in securities service business. In recent three years, he has audited 5 listed companies in Zhitong accounting firm. 2. Integrity record
In the past three years, the project partner, the signing certified public accountant and the project quality control reviewer have not been subject to criminal punishment due to their professional behavior, administrative punishment, supervision and management measures by the CSRC, its dispatched offices and industry competent departments, or self-discipline supervision measures and disciplinary sanctions by self-discipline organizations such as securities exchanges and industry associations.
3. Independence
There are no circumstances that may affect the independence of project partners, signing certified public accountants and project quality control reviewers.
4. Audit fees
The audit fee for the current period is RMB 800000, which is consistent with that of the previous year. The current audit fee comprehensively considers the industry fees and the company scale assessment.
3、 Procedures to be performed by the accounting firm to be renewed
(I) the audit committee of the 6th board of directors of the company has fully investigated, reviewed, analyzed and demonstrated YONGTUO’s professional competence, investor protection ability, integrity status and independence, and believes that YONGTUO and the accountant to be signed have the professional qualification and ability to be competent for the annual audit of the company, Agree to propose to the board of directors to continue to employ YONGTUO as the company’s audit institution in 2022.
(II) at the 17th meeting of the 6th board of directors of the company, the proposal on renewing the appointment of accounting firm was deliberated and adopted with 9 affirmative votes, 0 negative votes and 0 abstention votes, and it was agreed to continue to employ YONGTUO accounting firm (special general partnership) as the company’s audit institution in 2022 to provide audit services for the company for one year, And submit the matter to the general meeting of shareholders of the company for deliberation. The opinions expressed by the audit committee of the board of directors when submitting the proposal to the board of directors are as follows:
YONGTUO Certified Public Accountants (special general partnership) has relevant practice certificates and qualifications to engage in Securities and futures related businesses, has sufficient professional competence, investor protection ability and independence, is in good faith, and can meet the requirements of the company’s audit in 2022. The company’s re employment of the accounting firm is conducive to ensuring the quality of the company’s annual audit work and protecting the interests of the company and all shareholders. Therefore, we agree to submit the matter to the board of directors of the company for deliberation.
During the deliberation of the proposal by the board of directors, the independent opinions expressed by the independent directors are as follows:
After verification, YONGTUO Certified Public Accountants (special general partnership) has the qualification of securities practice. When acting as the company’s audit institution, YONGTUO certified public accountants adhered to the independent audit standards in the process of special audit and financial statement audit of the company, and better fulfilled the responsibilities and obligations of the audit institution. The review procedure of this matter complies with the provisions of relevant laws, regulations and the articles of association, and there is no situation that damages the interests of the company and all shareholders, especially the interests of minority shareholders. Therefore, we agree that the company will continue to employ YONGTUO Certified Public Accountants (special general partnership) as the company’s audit institution in 2022 and submit the matter to the company’s 2021 annual general meeting for deliberation.
(III) at the 15th meeting of the 6th board of supervisors of the company, the proposal on renewing the appointment of accounting firm was deliberated and adopted with 5 affirmative votes, 0 negative votes and 0 abstention votes, and it was agreed to continue to employ YONGTUO accounting firm (special general partnership) as the audit institution of the company in 2022, and submit the matter to the general meeting of shareholders of the company for deliberation.
(IV) the proposed renewal of the accounting firm shall be submitted to the general meeting of shareholders of the company for deliberation, and shall take effect from the date of deliberation and approval by the general meeting of shareholders of the company.
4、 Documents for future reference
(I) resolutions of the 17th meeting of the 6th board of directors of the company;
(II) resolutions of the 15th meeting of the 6th board of supervisors of the company;
(III) resolution of the first meeting of the audit committee of the sixth board of directors in 2022;
(IV) independent opinions of independent directors on relevant matters;
(V) relevant certification materials of YONGTUO accountant (special general partnership) and the signing certified public accountant.
It is hereby announced.
Shandong Wohua Pharmaceutical Co.Ltd(002107) board of directors January 19, 2002
