Antu Biological Accounting Firm Selection and Recruitment System (Revised in October 2025)
Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection System
Zhengzhou Antu Bioengineering Co., Ltd.
Accounting firm selection system
(Revised in October 2025)
Chapter 1 General Provisions
Article 1 In order to regulate the behavior of Zhengzhou Antu Bioengineering Co., Ltd. (hereinafter referred to as the "Company") in the selection (including new appointment, renewal and change) of accounting firms, effectively safeguard the interests of shareholders and improve the quality of financial information, this system is formulated in accordance with the "Company Law of the People's Republic of China", "Securities Law of the People's Republic of China", "Administrative Measures for the Selection of Accounting Firms by State-owned Enterprises and Listed Companies" and other laws, administrative regulations, departmental rules, normative documents and the "Articles of Association", and in combination with the actual situation of the company.
Article 2 The term “selection of accounting firms” as used in this system refers to the act of a company appointing an accounting firm to issue audit opinions and issue audit reports on financial accounting reports in accordance with the requirements of relevant laws and regulations. If a company appoints an accounting firm to engage in other statutory audit services other than the audit of financial accounting reports, it may follow this system.
Article 3 The company's appointment or dismissal of an accounting firm shall be subject to review and approval by the audit committee, and then submitted to the board of directors for review and decision by the shareholders' meeting.
Article 4 The company's controlling shareholders and actual controllers may not designate an accounting firm to the company before the company's board of directors or shareholders' meeting deliberation, nor may they interfere with the audit committee's independent performance of selection duties.
Chapter 2 Accounting Firm Practice Requirements
Article 5 The accounting firm hired by the company shall meet the following conditions:
(1) Have full capacity for civil conduct and possess the relevant business qualifications for conducting securities and futures business as stipulated by the national industry authorities and the China Securities Regulatory Commission;
(2) Have a fixed workplace, a sound organizational structure and an effective internal management and control system;
(3) Have good practice quality records, professional ethics records and credibility, and conscientiously implement laws, regulations and policies related to financial auditing;
(4) Be familiar with relevant financial laws, regulations and policies, and be proficient in corporate accounting standards, CPA auditing standards, etc.;
(5) Have experience in auditing large listed companies, and have the ability to deploy strong work force within the prescribed working hours to complete audit tasks on time and with high quality;
Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection System
(6) Other conditions stipulated in relevant laws, regulations, rules and normative documents.
Chapter 3 Selecting an Accounting Firm
Article 6 Process Requirements for Selection of Accounting Firms
The audit committee shall formulate a written opinion on whether to agree to the appointment of an accounting firm in accordance with the provisions of relevant laws and regulations, this system and the company's "Working Rules of the Special Committee of the Board of Directors".
The board of directors will review the proposal on the selection of an accounting firm submitted by the audit committee. After reviewing and approving the proposal on the selection of an accounting firm, it will be submitted to the shareholders' meeting for review.
The shareholders' meeting will review the proposal on selecting an accounting firm submitted by the board of directors. After the shareholders' meeting passes the resolution to select an accounting firm, the company signs an auditing engagement letter with the selected accounting firm and hires the accounting firm to perform the auditing business.
Article 7 Responsibilities of the Audit Committee in Selection of Accounting Firms
The company's audit committee is responsible for selecting the accounting firm and supervising the performance of its audit work. The audit committee shall effectively perform the following responsibilities:
(1) Formulate policies, procedures and related internal control systems for the selection of accounting firms in accordance with the authorization of the board of directors;
(2) Propose to start the work related to selecting an accounting firm;
(3) Review the selection documents, determine the evaluation elements and specific scoring standards, and supervise the selection process;
(4) Put forward suggestions on the selection of accounting firms and audit fees, and submit them to the decision-making body for decision;
(5) Supervise and evaluate the audit work of accounting firms;
(6) Regularly (at least annually) submit to the board of directors an evaluation report on the performance of the hired accounting firm’s duties and a report on the performance of the audit committee’s supervisory responsibilities;
(7) Responsible for laws and regulations, the Articles of Association and other matters authorized by the board of directors regarding the selection of accounting firms.
Article 8 Methods for selecting an accounting firm
The selection of accounting firms shall adopt competitive negotiation, public bidding, invitational bidding and other selection methods that can fully understand the accounting firm's competency to ensure that the selection work is conducted fairly and impartially.
If public selection methods such as competitive negotiation, public bidding, invitational bidding, etc. are adopted, the selection documents shall be released through public channels. The selection documents shall include basic selection information, evaluation elements, specific scoring criteria, etc. The company shall determine in accordance with the law the response time for the accounting firm to submit application documents after the selection documents are released, and ensure that the accounting firm has sufficient time to obtain Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection and Recruitment System
Obtain recruitment information and prepare application materials. Companies may not restrict or exclude potential accounting firms with unreasonable conditions, and may not tailor selection conditions for individual accounting firms. The selection results shall be announced in a timely manner, and the disclosure content shall include the accounting firm to be selected and the audit fees.
Article 9 Evaluation Criteria for Selection of Accounting Firms
The company shall refine the evaluation criteria for selecting an accounting firm, evaluate the accounting firm's application documents, and record and preserve the evaluation opinions of the personnel participating in the evaluation.
The evaluation factors for selecting an accounting firm should at least include the audit fee quotation, the accounting firm's qualifications, practice records, quality management level, work plan, human and other resource allocation, information security management, risk-taking ability level, etc. Among them, when evaluating the quality management level of an accounting firm, emphasis should be placed on evaluating the quality management system and implementation, including policies and procedures for project consultation, resolution of disagreements, project quality review, project quality inspection, identification and rectification of quality management defects, etc.
The company should evaluate and score each valid application document individually and summarize the scores for each evaluation factor. Among them, the score weight of quality management level should not be less than 40%, and the score weight of audit fee quotation should not be higher than 15%.
Article 10 Audit fees for selecting an accounting firm
In principle, when a company selects an accounting firm, it is not allowed to set a maximum price limit. If it does need to be set, the basis and rationality of the determination of the maximum price limit must be explained in the selection document.
When a company evaluates the audit fee quotations of accounting firms, it shall use the average of the audit fee quotations of all accounting firms that meet the requirements of the selection documents as the benchmark price for selection, and calculate the audit fee quotation score according to the following formula:
Audit fee quotation score = (1-∣selection benchmark price-audit fee quotation∣/selection benchmark price)×weight score of audit fee quotation elements.
During the employment period, companies and accounting firms can reasonably adjust audit fees based on changes in the consumer price index, social average wage levels, changes in business scale and business complexity, and other factors.
If the audit fees fall by more than 20% (inclusive) compared with the previous year, the company shall explain the amount, pricing principles, changes and reasons for the changes in the current period's audit fees in the information disclosure document as required.
Article 11 Requirements for the number of years in selecting an accounting firm
If an audit project partner or signing certified public accountant has actually undertaken the company's audit business for five consecutive years, he or she shall not participate in the company's audit business for five consecutive years thereafter.
Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection System
Due to changes in work of the audit project partners and signing certified public accountants, the periods for providing audit services to the company in different accounting firms shall be calculated together.
If a company undergoes a major asset reorganization or a subsidiary is spun off and listed, and the audit project partners and signing certified public accountants who provide audit services remain unchanged, the periods for which the relevant audit project partners and signing certified public accountants provided audit services before and after the major asset reorganization or subsidiary was spun off and listed shall be calculated together.
The audit service years of the audit project partners and the signing certified public accountants before and after the company is listed shall be calculated together. If an audit project partner or a signed certified public accountant undertakes the audit business of a company's initial public offering of stocks or public issuance of stocks to unspecified objects and listing, the period of continuous audit work after listing shall not exceed 2 years.
Chapter 4 Changing to Appointment of Accounting Firm
Article 12 The company shall reasonably arrange the time for new or renewal of the accounting firm, and shall complete the selection before the end of the fourth quarter of the year being audited.
Article 13 The company shall disclose as required every year an evaluation report on the accounting firm's performance of its duties and a report on the audit committee's performance of supervisory responsibilities over the accounting firm. If the change of accounting firm is involved, the company shall also disclose the situation of the previous accounting firm and the audit opinions of the previous year, the reasons for the change of accounting firm, the communication status with the predecessor accounting firm, etc.
Article 14 Process Requirements for Re-employing an Accounting Firm
When the audit committee re-appoints an accounting firm for the next year's annual audit, it should conduct a comprehensive understanding and appropriate evaluation of the predecessor and the accounting firm to be re-appointed, and formulate opinions before submitting them to the company's board of directors and shareholders' meeting for review.
After the board of directors considers and approves the proposal to re-appoint an accounting firm, it convenes a shareholders' meeting to make a resolution. The company shall notify the accounting firm to be re-appointed in advance, and the accounting firm to be re-appointed may state its opinions at the shareholders' meeting. The board of directors should provide convenient conditions for the re-appointed accounting firm to state its opinions at the shareholders' meeting.
If an accounting firm voluntarily requests to terminate the company's audit business, the audit committee shall learn more about the reasons from the relevant accounting firm and make a written report to the board of directors. The accounting firm shall explain to the shareholders' meeting whether there is any misconduct in the company. The company shall implement the re-employment procedures in accordance with these regulations.
Chapter 5 Supervision and Punishment
Article 15 The audit committee shall be highly cautious and pay attention to the following situations:
Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection System
(1) Change the accounting firm between the balance sheet date and before the issuance of the annual report, change the accounting firm for two consecutive years, or change the accounting firm multiple times in the same year;
(2) The accounting firm to be hired has been subject to multiple administrative penalties due to quality of practice in the past three years or multiple audit projects are under investigation;
(3) The original audit team is planned to be transferred to another accounting firm;
(4) The audit fees during the appointment period have changed significantly compared with the previous year, or the transaction price of the appointment is significantly lower than the benchmark price;
(5) The accounting firm failed to substantially rotate audit project partners and signing certified public accountants as required.
Article 16 Companies and accounting firms should enhance their awareness of information security, strictly abide by national laws and regulations on information security, conscientiously implement the supervision requirements of regulatory authorities on information security, and effectively assume the main responsibility and confidentiality responsibility for information security. Companies should strengthen the review of accounting firms' information security management capabilities when selecting and hiring, and should set up separate clauses in the selection contract to clarify information security protection responsibilities and requirements. When providing documents and materials to accounting firms, companies should strengthen the management and control of confidential and sensitive information to effectively prevent the risk of information leakage. Accounting firms should fulfill their information security protection obligations and regulate information and data processing activities in accordance with laws, regulations and contracts.
Article 17 The audit committee shall supervise the selection and appointment process of the accounting firm. If it discovers that there is a violation of relevant laws and regulations, the Articles of Association and the provisions of this system, it shall report it to the board of directors in a timely manner, and the board of directors shall punish the relevant responsible persons according to the seriousness of the case and the seriousness of the consequences; if losses are caused to the company, the relevant responsible persons shall bear the liability for compensation.
Article 18 The company shall properly archive and preserve the selection, application, review, employment documents and relevant decision-making materials, and shall not forge, alter, conceal or destroy them. The retention period of documents and data is at least 10 years from the date of completion of recruitment.
Article 19 The company shall disclose the service years, audit fees and other information of the accounting firm, audit project partners, and signing certified public accountants in the annual final financial report or annual report. The company shall disclose as required every year an evaluation report on the performance of the accounting firm's duties and a report on the audit committee's performance of supervisory responsibilities over the accounting firm. If a change of accounting firm is involved, the company shall also disclose the status of the predecessor accounting firm and the audit opinions of the previous year, the reasons for the change of accounting firm, and the communication status with the predecessor accounting firm.
Chapter 6 Supplementary Provisions
Article 20 Matters not covered by this system shall be implemented in accordance with relevant national laws, regulations, normative documents and the relevant provisions of the Articles of Association. If this system is inconsistent with the relevant laws, regulations, normative documents and the Articles of Association, the provisions of the relevant laws, regulations, normative documents and the Articles of Association shall prevail.
Zhengzhou Antu Bioengineering Co., Ltd. Accounting Firm Selection System
Article 21 This system shall be interpreted by the company's board of directors and shall come into effect upon review and approval by the company's board of directors; the same applies to revisions.