REG - SDIC Power Holdings - Notice of the 2023 seventh EGM

SDIC Power Holdings CoAnnouncement

05/12/2023 09:45

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20231205:nRSE7218Va&default-theme=true

RNS Number : 7218V  SDIC Power Holdings Co., LTD  05 December 2023

SDIC Power Holdings CO., LTD.

(GDR under the symbol: "SDIC")

NOTICE OF THE 2023 SEVENTH EXTRAORDINARY GENERAL MEETING

NOTICE IS HEREBY GIVEN that the 2023 Seventh Extraordinary General Meeting of
SDIC Power Holdings CO., LTD. will be held at Room 207, No.147 Xizhimen
Nanxiao Street, Xicheng District, Beijing, the PRC, on Friday 22 December 2023
at 14:00 p.m., for the purpose of considering, and if thought fit, passing the
following resolution.

ORDINARY RESOLUTION

1. To consider and approve the Proposal on Changing the Accounting Firm

 

The Board of Directors of SDIC Power Holdings CO., LTD.

December 5, 2023

 

 

The resolutions hereunder contain the English translation of the Chinese
version of "Meeting materials for the 2023 Seventh Extraordinary General
Meeting" as published on the website of the Shanghai Stock Exchange, and are
provided for your reference only. In case of discrepancy between the Chinese
version and the English version, the Chinese version shall prevail.

 

Proposal I

SDIC Power Holdings Co., Ltd.

Proposal on Changing the Accounting Firm

Dear shareholders and shareholder representatives:

SDIC Power Holdings Co., Ltd (hereinafter referred to as the Company) plans to
hire BDO China Shu Lun Pan CPAs (Special General Partnership) (hereinafter
referred to as the Firm) as the audit institution for the year 2023, which
will take effect from the date of approval by the Company's general meeting of
shareholders. The details are as follows:

1. Basic facts of the proposed accounting firm

(1) About the accounting firm

1. Basic information

(1) Accounting firm: BDO China Shu Lun Pan CPAs (Special General Partnership)

(2) Date of establishment: January 24, 2011

(3) Organizational form: special general partnership enterprise

(4) Registered address: 4F, No. 61, East Nanjing Rd, Huangpu District Shanghai

(5) Chief partner: Mr. Zhu Jiandi

(6) As of December 31, 2022, there were 267 partners or shareholders and 2,
392 registered accountants in the Firm. More than 674 registered accountants
had signed audit reports on securities services.

(7) The audited revenue of the Firm in 2022 reached 4.614 billion yuan,
including 3.408 billion yuan for audit and 1.516 billion yuan for securities.

(8) In 2022, the Firm audited the annual reports of 672 listed companies, with
a total fee of 802 million yuan. The main industries involved included
manufacture of computers, communication equipment and other electronic
equipment, manufacture of specialized equipment, power and thermal production
and supply, software and IT service, chemical raw materials and manufacture of
chemical products, pharmaceutical manufacture, wholesale and retail, real
estate, mining, and so forth. The Firm even audited 4 other listed companies
in the same industry.

2. Investor protection capability

The Firm has purchased occupational insurance that complies with relevant
regulations and covers civil liability for providing audit services in
accordance with the law. The cumulative compensation limit for its
occupational insurance in 2022 was 1.25 billion yuan.

In the past three years, the Firm has never been liable for civil liability in
civil litigation related to its professional practices.

3.Credibility record

Over the past three years, the Firm has been subject to zero criminal penalty,
two administrative penalties, thirty enforcements of supervision and
management, zero enforcement of self-supervision and two disciplinary actions
for its professional practices. Its 72 employees have been subject to zero
criminal penalty, two administrative penalties, thirty-one enforcements of
supervision and management, and zero enforcement of self-supervision due to
their professional practices during the same period.

(2) About the project

1.Basic information

Proposed signing partner: Ms. Shi Aihong, who obtained the qualification of
Chinese CPA in 2010, started auditing listed companies in 2012, started
practicing for the Firm in 2012, and began providing audit services for the
Company in 2023, and who has signed and reviewed for over 7 listed companies
in the past three years.

Proposed quality-control reviewer (independent review partner): Mr. Xie
Dongliang, who obtained the qualification of Chinese CPA in 2012, started
auditing listed companies in 2012, started practicing for the Firm in 2022,
and began providing audit services for the Company in 2023, and who has signed
and reviewed for over 3 listed companies in the past three years.

Proposed signing CPA: Mr. Zhang Guanwei, who obtained the qualification of
Chinese CPA in 2020, started auditing listed companies in 2020, started
practicing for the Firm in 2020, and began providing audit services for the
Company in 2023, and who hasn't signed any listed companies in the last three
years.

2.Credibility record

The project partner, signing CPA, and quality-control reviewer have not been
criminally punished for their professional practices in the past three years,
nor have they been subject to any administrative penalties or enforcement of
supervision and management from China Securities Regulatory Commission and its
dispatched agencies or relevant competent authorities, and nor have they been
subject to any enforcement of self-supervision or disciplinary actions from
self-supervisory organizations such as stock exchanges and professional
associations.

3.Independence

The Firm, project partner, signing CPA, quality-control reviewer and other
practitioners have not violated the requirements for independence stated in
China Code of Ethics for Certified Public Accountants.

4.Audit fee

The audit fee for the 2023 annual report is 4.32 million yuan, and the fee for
internal control audit is 0.98 million yuan, with a decrease of 2.45 percent
compared to the previous year. This is determined by the professional skills,
types of work and workload as well as the number of employees, working days
and daily fee for each employee required by audit services that the Firm
provides.

2. Explanation of the proposed change of accounting firms

(1) The predecessor accounting firm and its audit opinions for the previous
year

The predecessor audit firm, ShineWing Certified Public Accountants, had
provided audit services to the Company for two consecutive years, during which
ShineWing Certified Public Accountants adhered to the principle of independent
auditing, issued its audit opinions fairly and independently after diligent
and responsible work, reflected the Company's financial statements and its
internal control in an objective, fair and accurate way, fulfilled the
responsibilities of a financial audit firm effectively, and safeguarded the
legitimate rights and interests of the Company and its shareholders from a
professional perspective. In 2022, ShineWing Certified Public Accountants
issued an unqualified audit report on the Company. There is no situation where
the Company has terminated after entrusting ShineWing Certified Public
Accountants to do some audit work.

(2) Reasons for the proposed change of accounting firms

According to the relevant provisions of The Notice of Issuing the Management
Measures for Selecting Accounting Firms for State-owned Enterprises and Listed
Companies (Cai Kuai  2023  No. 4) by the Ministry of Finance of the People's
Republic of China, the State-owned Assets Supervision and Administration
Commission of the State Council, and China Securities Regulatory Commission,
in order to ensure the independence and objectivity of audit work, the Company
plans to hire BDO China Shu Lun Pan CPAs for auditing the Company's financial
settlement and internal control in 2023.

(3) Communications between the Listed Company and the predecessor and
successor accounting firms

The Company has fully communicated with both the predecessor and successor
accounting firms regarding the change of accounting firms, and all parties
have clearly understood this matter and confirmed that there are no
objections. The predecessor and successor accounting firms will communicate
and cooperate in accordance with the requirements stated in No. 1153 of China
Registered Accountants Auditing Standards: Communications between Predecessor
and Successor CPAs.

3. The procedure to be fulfilled for the proposed change of accounting firms

(1) Opinions from the audit committee

The audit committee of the Board of Directors has had a thorough view of BDO
China Shu Lun Pan CPAs in terms of its practice, professional qualifications
and credibility status, and had a review of its independence, professional
competence, investor protection capability and the appropriateness of changing
the accounting firm. Hence the audit committee believes that BDO China Shu Lun
Pan CPAs can meet the audit requirements of the Company for the year 2023 with
its rich experience in auditing listed companies and its abilities and
qualifications to provide professional financial audit services for the
Company, and agrees to hire BDO China Shu Lun Pan CPAs for auditing the
Company's financial settlement and internal control in 2023 and to submit the
above matters to the Board of Directors for deliberation.

(2) Effective date

This proposal on changing the accounting firm still needs to be submitted to
the general meeting of shareholders of the Company for deliberation and will
take effect from the date of its approval.

The above proposal was approved on December 5, 2023, at the 20th meeting of
the 12th Board of Directors and the 11th meeting of the 12th Supervisory
Committee of the Company, and is hereby submitted to all shareholders and
their representatives for deliberation.

Please deliberate on the above proposal.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  NOGEANASELEDFEA