Pharmaron Beijing Co., Ltd. (“Pharmaron Beijing”) released updated Terms of Reference for its Board’s Audit Committee in October 2025. The document highlights the committee’s roles in overseeing internal and external audit functions, reviewing financial information and disclosure practices, and reinforcing corporate governance.

The new Terms of Reference focus on defining the Audit Committee’s structure and responsibilities. The committee will consist of three non-executive directors, the majority of whom must be independent non-executive directors, with at least one member possessing accounting expertise. The chairman of the Audit Committee will also be an independent non-executive director.

The Audit Committee is tasked with reviewing key financial statements and their disclosures, directing the internal audit department, monitoring internal controls, and liaising with external auditors. It has the authority to recommend the appointment and removal of external audit firms, review relevant contracts, and supervise any changes in the external auditor’s position. The document emphasizes the need for clear and timely reporting to the Board after the committee’s deliberations, especially regarding critical issues such as the authenticity of financial reporting and the effectiveness of internal controls.

According to Pharmaron Beijing’s announcement, the internal audit department provides administrative support by preparing meeting documents, assisting with investigations, and submitting relevant materials to the Audit Committee. The revised Terms of Reference require the department to conduct periodic inspections of the company’s major transactions and investments, and to issue inspection reports at least once every six months.

The announcement reiterates requirements for strict confidentiality and outlines procedures for convening meetings, including regular sessions once every quarter and additional sessions as needed. Detailed records of each meeting must be maintained for a period of 10 years. Any revisions to these Terms of Reference must be approved by the Board and be in line with the applicable laws and the Articles of Association.