Xinte Energy has released revised Terms of Reference for its Board Audit Committee, effective March 2026, aimed at enhancing internal supervision, risk control and corporate governance.
Key structural changes • Composition: The Audit Committee will consist of five non-executive directors, with a majority required to be independent. At least one independent member must hold professional accounting or financial management credentials, satisfying Hong Kong Listing Rules. • Tenure: Members serve concurrent terms with the Board and may be re-elected. Any former partner of the Company’s current external auditor must observe a one-year cooling-off period before joining the Committee. • Leadership: The Committee will be chaired by an independent non-executive director appointed by the Board.
Expanded responsibilities • External audit oversight: Recommending appointment, re-appointment or removal of external auditors; evaluating their independence, performance and fees; and formulating policies on non-audit services. • Financial reporting review: Monitoring integrity and compliance of annual, interim and (if applicable) quarterly financial statements, with specific focus on changes in accounting policies, significant judgments, audit adjustments and going-concern assumptions. • Internal control and risk management: Assessing the adequacy and effectiveness of the Company’s financial reporting, internal control and risk management systems, as well as reviewing findings from internal audits. • Connected transactions: Auditing and supervising related-party transactions for compliance and appropriateness. • Whistleblowing and investigations: Overseeing mechanisms for employees to report financial or control misconduct and ensuring independent follow-up. • Board of Supervisors’ functions: Exercising statutory supervisory duties in line with the Company Law.
Operational framework • Meeting cadence: Minimum of two meetings annually, with provisions for additional sessions when required. Two-thirds of members constitute a quorum; decisions require a simple majority. • Support and resources: The Company’s audit department will act as the Committee’s secretariat, providing analysis and documentation. The Committee may engage external advisers at the Company’s expense. • Reporting: Written resolutions and meeting minutes—kept for at least 10 years—will be submitted promptly to the Board.
Implementation The revised charter takes effect upon Board approval and will be published in full. Any future inconsistencies with prevailing laws or listing regulations will trigger immediate amendments subject to Board review.
Comments