Chapter 1 General Principles
Article 1
To promote Hubei Ping An Electric Technology Co., Ltd. (hereinafter referred to as "the Company") in enhancing its corporate governance level and standardizing the operation of the Audit Committee of the Board of Directors, these rules are formulated in accordance with the "Company Law of the People's Republic of China," "Securities Law of the People's Republic of China," "Code of Corporate Governance for Listed Companies," "Measures for the Administration of Independent Directors of Listed Companies," "Self-Regulatory Guidelines No. 1 for Main Board Listed Companies of the Shenzhen Stock Exchange," the "Articles of Association of Hubei Ping An Electric Technology Co., Ltd." (hereinafter referred to as "the Articles of Association"), and other relevant normative documents.
Article 2
The Audit Committee is a specialized committee established under the Board of Directors, responsible to the Board and reporting its work to the Board, exercising the powers of the supervisory board as stipulated by the "Company Law of the People's Republic of China."
Article 3
Members of the Audit Committee must ensure sufficient time and energy to fulfill the committee's responsibilities, diligently supervise the Company's external audits, guide internal audit work, promote the establishment of effective internal controls, and provide truthful, accurate, and complete financial reports.
Article 4
The Company must provide necessary working conditions for the Audit Committee, equipping dedicated personnel or institutions to handle daily tasks such as communication, meeting organization, material preparation, and file management for the Audit Committee. The Company's management and relevant departments must cooperate when the Audit Committee performs its duties.
Chapter 2 Composition of the Audit Committee
Article 5
The members of the Audit Committee are appointed by the Board of Directors from among its members and consist of five members. Members of the Audit Committee should be directors who do not hold senior management positions in the Company. Employee representatives among the Board members can serve as members of the Audit Committee.
Article 6
Members of the Audit Committee should, in principle, be independent of the Company's daily operations. Independent directors must constitute more than half of the Audit Committee.
Article 7
All members of the Audit Committee must possess professional knowledge and work experience sufficient to fulfill the committee's responsibilities.
Article 8
The Audit Committee shall have a convener responsible for presiding over the committee's work. The convener should be a professional accountant among the independent directors.
Article 9
The Board of Directors must regularly evaluate the independence and performance of the Audit Committee members and may replace those deemed unsuitable to continue serving.
Article 10
If an independent director resigns, resulting in a non-compliance with the proportion of independent directors in the Audit Committee or a lack of accounting professionals, the resigning independent director must continue to perform their duties until a new member is appointed. The Company must complete the supplementary election within sixty days from the occurrence of the above matters.