Livzon Pharmaceutical Group Inc.* announced newly adopted Terms of Reference for its Audit Committee under the Board, effective 23 October 2025. According to the update, the Audit Committee comprises non-executive directors, the majority of whom must be independent non-executive directors (INEDs). At least one INED is required to possess suitable accounting or financial management expertise, in line with applicable listing rules.
The updated Terms of Reference outline the Committee’s scope of authority, including reviewing financial disclosures, supervising both internal and external audits, and monitoring the effectiveness of internal controls. Meetings are to be held at least once every quarter, supplemented by additional sessions as needed. The quorum for meetings is set at more than two-thirds of all Committee members, all of whom must be INEDs for valid voting.
The document emphasizes the Committee’s responsibility to oversee financial reporting integrity, communicate with external auditors on appointment and audit plans, and evaluate their independence. The Committee is also assigned to coordinate with the internal audit function, ensure adequate resources for risk management, and review the Company’s internal control mechanisms. It further highlights the process for reviewing and approving annual financial reports, including coordination with accounting firms, timelines for audit work, and procedures for any potential change of auditors.
The Terms of Reference require prompt reporting to the Board of any identified risks or irregularities and underscore the confidentiality obligations of Committee members. They also stipulate that the Committee’s resolutions, meeting records, and recommendations be accurately documented and presented to the Board. These newly established guidelines aim to strengthen the Audit Committee's role in maintaining transparent disclosures and robust corporate governance.