Easyhold Group Holdings Limited (Easyhold) has released an updated version of its Audit Committee Terms of Reference, adopted by the Board on 30 June 2026. The new charter replaces all previous versions and will guide the committee’s operations and responsibilities going forward.
Key highlights:
1. Committee Structure • Membership must comprise at least three non-executive directors, with a majority—and the chair—being independent. • At least one member must possess professional accounting or related financial management expertise. • A former partner of the Company’s current audit firm cannot serve as a committee member for two years after ending the partnership or relinquishing any financial interest.
2. Meeting Protocols • A quorum of two members is required, and meetings may be held in person, by telephone, or via video conference. • Notices must be issued at least seven days in advance unless unanimously waived. • The committee will meet a minimum of twice annually with external auditors without executive directors present, and additional meetings can be convened at the auditors’ request.
3. Expanded Functions and Objectives The committee’s mandate covers: a) Monitoring the integrity of annual, half-year and (if applicable) quarterly financial statements, focusing on accounting policy changes, major judgmental areas, significant adjustments, going-concern assumptions, and compliance with listing and legal requirements. b) Annual review of the Company’s financial controls, risk management and internal control systems, including ESG-related risks and reporting authenticity. c) Oversight of both external and internal audit functions, including coordination, resource adequacy and effectiveness assessments. d) Primary responsibility for recommending the appointment, re-appointment, removal and remuneration of the external auditor, while annually reviewing the auditor’s independence and non-audit services. e) Establishing confidential channels for employees and other stakeholders to report possible improprieties, ensuring fair investigation, follow-up actions and whistleblower protection. f) Immediate reporting to the Board and regulators upon identification of any material fraud, irregularities or control deficiencies.
4. Authority and Resources The committee is empowered to inspect all company records, request relevant information from management, and obtain independent professional advice at the Company’s expense. Adequate resources must be provided to enable effective discharge of its duties.
5. Transparency and Accountability Full minutes will be maintained, circulated to all members promptly, and made available for Board inspection. The updated Terms of Reference will be published on the websites of both Hong Kong Exchanges and Clearing and Easyhold, and undergo an annual review to ensure ongoing compliance with the Listing Rules and Corporate Governance Code.
The revised charter underscores Easyhold’s commitment to strengthened corporate governance, enhanced risk management, and transparent financial reporting.
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