Audit Committee

audit Committee

R&D . Quality . Customer Satisfaction . Full Participation

The company established the Audit Committee on May 30, 2022, which is composed of all independent directors. The audit committee mainly focuses on the fair expression of the company's financial statements, the selection (removal) and independence of certified accountants, the effective implementation of the company's internal control, and the management and control of the company's existing or potential risks, so as to strengthen the company's internal monitoring mechanism.

 

1. Brief Introduction of Audit Committee Members

Job Title Name Major academic experience
Convener CHEN, JUN-MAO Soochow University Master of Law / Feng Chia University EMBA
Changyao International Law Firm / Leading Lawyer
Committee LIU, DE-SHOU Shoude Law Firm / Leading Lawyer
Committee LIN, YUN-SHAN Master of Business Administration, University of East Anglia
Goodwill Partners Accounting Firm / Accountant

 

2. The annual work focus and operation of the Audit Committee
The 2023 Audit Committee has met 5 times ( A ), and the matters considered mainly include:
( 1 ) Auditing of financial statements and accounting policies and procedures
( 2 ) Internal control system and related policies and procedures
( 3 ) Significant capital loan or endorsement guarantee
( 4 ) Regulatory Compliance
( 5 ) Corporate risk management
( 6 ) Qualifications, independence and aptitude assessment of visa accountants
( 7 ) Rotation of visa accountants and visa remuneration
( 8 ) Audit Committee Performance Evaluation Self-evaluation Questionnaire
● Review financial reports
The company's annual and quarterly financial reports have been reviewed or reviewed by Ernst & Young Global Limited, and discussed and approved by the company's audit committee and board of directors. The business report and loss appropriation proposal were also approved by the Audit Committee and the Board of Directors without objection.
● Evaluate the effectiveness of internal control systems
The Audit Committee evaluates the effectiveness of the company's internal control system policies and procedures ( including financial, operational, risk management, legal compliance and other control measures ), and reviews regular reports from the company's audit department, certified accountants and management. The Audit Committee believes that the company's risk management and internal control systems are effective and that the company has adopted necessary control mechanisms to monitor and correct them.
● Visa accountant independence
The Audit Committee is entrusted with the responsibility of supervising the independence of the certified public accounting firm to ensure the fairness of financial reports. In order to ensure the independence of the certified accounting firm, the Audit Committee has formulated an independence evaluation form with reference to Article 47 of the Accountant Law and the Accountant Professional Ethics Bulletin No. 10 "Integrity, Fairness, Objectivity and Independence" to evaluate the independence and independence of accounting firms. Competency assessment. On March 2, 2023, the audit committee and the board of directors discussed and approved that accountants Huang Yuting and accountant Tu Qingyuan both met the independence assessment standards. Due to the internal rotation of certified accountants, the audit committee and the board of directors discussed and approved accountants Huang Ziping and accountant Tu Qingyuan on November 9, 2023. All meet the independence assessment standards and are qualified to serve as the company's financial and tax accounting accountants.
( 9 ) Member attendance

Job Title Name Actual attendance ( B ) Number of delegation attendance Actual Attendance ( % ) ( B / A ) Remarks
Convener CHEN, JUN-MAO 5 0 100% none
Committee LIU, DE-SHOU 5 0 100% none
Committee LIN, YUN-SHAN 4 1 80% none

 

3. The audit committee discusses the reasons and resolution results and the resolution results submitted to the board of directors for discussion

Period & Meeting Dates Proposal content and follow-up processing Result Resolution results submitted to the board of directors for discussion
First Session, Fourth Meeting
2023 / 1 / 12
1. Discuss the company's proposed capital loan of RMB 7.2 million ( or other equivalent currencies ) to its subsidiary Henan Bao Heyuan Auto Parts Co., Ltd. ( hereinafter referred to as Henan Bao Heyuan ). Passed by all members present without objection Passed by all members present without objection
First Session, Fifth Meeting
2023 / 3 / 02
1. Discuss the company’s 2011 internal control system statement
2. Discuss the company’s 2011 financial statements (including individual financial reports and consolidated financial reports) and the draft accountant’s audit report
3. Discuss the company’s 111 annual business report
4. Discuss the company’s 2011 loss appropriation plan
5. Discuss the case of changing the company’s visa accountants due to internal adjustments and rotation
6. Discuss the independence and competency assessment case of the company’s financial reporting accountant
7. Discuss the revision of the company's "operating standards related to financial business between related companies"
8. Discuss the revision of the company's "budget management system"
9. Discuss and formulate the company's "General Principles for Pre-Approval of Non-Confirmation Service Policies of Certified Public Accountants"
10. Discuss the endorsement and guarantee case of adding Henan Bao Heyuan Auto Parts Co., Ltd. ( hereinafter referred to as Henan Bao Heyuan ) and reducing it to XiangYang Tradetool Automobile Parts Co., Ltd. ( hereinafter referred to as XiangYang Tradetool )
Passed by all members present without objection Passed by all members present without objection
First Session, Sixth Meeting
2023 / 5 / 11
1. Discuss the company’s consolidated financial report for the first quarter of 2012
2. Discuss the new endorsement case for Henan Bao Heyuan Auto Parts Co., Ltd. ( hereinafter referred to as Henan Bao Heyuan )
3. Discuss the company’s proposed capital loan with its subsidiary XiangYang Tradetool Automobile Parts Co., Ltd. ( hereinafter referred to as XiangYang Tradetool )
Passed by all members present without objection Passed by all members present without objection
First Session, Seventh Meeting
2023 / 8 / 10
1. Discussion of the consolidated financial report for the second quarter of 2011
2. Discuss the endorsement guarantee case for XiangYang Tradetool Automobile Parts Co., Ltd. ( hereinafter referred to as XiangYang Tradetool ) and Henan Bao Heyuan Auto Parts Co., Ltd. ( hereinafter referred to as Henan Bao Heyuan )
3. Discuss the proposed capital loan case with its subsidiary XiangYang Tradetool Automobile Parts Co., Ltd. ( hereinafter referred to as XiangYang Tradetool ) and its subsidiary company Henan Bao Heyuan Auto Parts Co., Ltd. ( hereinafter referred to as Henan Bao Heyuan )
Passed by all members present without objection Passed by all members present without objection
First Session, Eighth Meeting
2023 / 11 / 9
1. Discuss the case of changing the company’s visa accountant due to internal adjustments and rotation
2. Discuss the independence and competency assessment of the company’s financial reporting certified accountant and the visa remuneration case
3. Discuss the company’s consolidated financial report for the third quarter of 2012
4. Discuss the company’s 113-year annual audit plan
5. Discuss the new "Administrative Measures to Prevent Insider Trading" case
6. Discuss the endorsement guarantee case for Hunan Baoyuan Auto Parts Co., Ltd. ( hereinafter referred to as Hunan Baoyuan )
7. Discuss the proposed capital loan case with the subsidiary XiangYang Tradetool Automobile Parts Co., Ltd. ( hereinafter referred to as XiangYang Tradetool )
Passed by all members present without objection Passed by all members present without objection