China Railway Signal & Communication Corporation Limited (Stock Code: 3969) has issued an updated set of Terms of Reference for its Audit and Risk Management Committee. These terms were formulated in accordance with the PRC Company Law, the Standards on Corporate Governance of Listed Companies, Management Measures for Independent Directors of Listed Companies, the HKEX Listing Rules, and the company’s Articles of Association.

The committee comprises three non-executive directors, with a majority being independent non-executive directors and at least one member possessing accounting expertise. Its primary responsibilities include advising on the selection and dismissal of external auditors, reviewing financial disclosures, supervising internal and external audits, and overseeing the company’s risk management framework. The committee is also tasked with examining the organization’s internal controls, ensuring compliance with legal and regulatory requirements, and reviewing risk management strategies for significant corporate decisions and operations.

The updated terms clearly outline the committee’s composition, procedures, and duties. They detail processes for regular and interim meetings as well as standards for reporting and communicating with the Board of Directors. The amendments include mechanisms to facilitate effective coordination among relevant departments, maintain the independence of the committee, and ensure that risk assessment and internal controls are reviewed at least once per year.

The newly approved Terms of Reference become effective following the Board’s resolution, repealing the previous version issued under China Communication Signal Director’s Office [2024] No. 36.