Securities code: 002947
Suzhou Hengmingda Electronic Technology Co.Ltd(002947)
Self inspection form for the implementation of internal control rules
Self inspection items for the implementation of internal control rules yes / no / no description
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1、 Internal audit and audit committee operations
1. Whether the person in charge of the internal audit department is full-time, nominated by the audit committee and appointed or removed by the board of directors. yes
2. Whether the company has set up an internal audit department independent of the financial department and whether it is equipped with full-time internal auditors. yes
3. Whether the internal audit department reports to the audit committee at least quarterly. yes
4. Does the internal audit department check the following matters at least quarterly: -----
(1) The deposit and use of raised funds are
(2) External guarantee is
(3) Related party transactions are
(4) Securities investment not applicable
(5) Venture capital not applicable
(6) External financial assistance is not applicable
(7) The purchase and sale of assets is
(8) Foreign investment is
(9) The company's large capital transactions are
(10) The capital transactions between the company and its directors, supervisors, senior managers, controlling shareholders, actual controllers and their affiliates are as follows: 5. Whether the audit committee holds a meeting at least once a quarter to review the work plan and report submitted by the internal audit department. Yes 6. Whether the audit committee reports the internal audit progress, quality and major problems found to the board of directors at least once a quarter. 7. Whether the internal audit department submits the annual internal audit work report and the internal audit work plan of the next year to the Audit Committee on time. 2、 Internal control of information disclosure
1. Whether the company has formulated information disclosure management system and internal confidentiality system of major information. yes
2. Whether the company appoints or authorizes the Secretary of the board of directors or securities affairs representative to check the investor's questions on the interactive website and respond in a timely and complete manner.
3. Whether the company requires specific objects to sign a letter of commitment before direct communication with specific objects. yes
4. Whether the company prepares the investor relations activity record form within two trading days after the end of the investor relations activity each time, and timely publishes the form and the presentations, documents and other attachments (if any) used in the process of the activity on the interactive website of Shenzhen Stock Exchange, and at the same time on the company's website (if any). 3、 Internal control of insider trading 1. Whether the company has established a registration management system for insider information insiders, which stipulates the confidentiality management of insider information and the registration management of insider information insiders before the disclosure of insider information according to law. 2. Whether the company fills in the archives of insiders of listed companies before the public disclosure of insider information according to law, and forms a memorandum on the progress of major events when planning is a major event, and whether relevant personnel sign on the Memorandum for confirmation. 3. Whether the company conducts self-examination on the trading of the company's securities and their derivatives by insiders within 5 trading days after the announcement of the annual report, semi annual report and relevant major events. If it is found that insiders of inside information conduct insider trading or disclose inside information or suggest others to use inside information for trading, whether to verify and investigate the responsibility, and submit the relevant situation and handling results to Shenzhen Stock Exchange and local securities regulatory bureau within 2 working days. 4. Whether the company's directors, supervisors, senior managers, securities affairs representatives and the spouses of the above-mentioned persons have notified the Secretary of the board of directors in writing of their trading plans before buying and selling the company's shares and their derivatives.
5. Whether the company strictly implements the approval authority and review procedures for related party transactions, and timely performs the obligation of information disclosure. yes
Securities code: 002947
4、 Internal control of raised funds 1. Whether the company and its subsidiaries implementing the raised funds project store the raised funds in a special account and timely sign the three party supervision agreement for raised funds. 2. Whether the internal audit department audits the use and storage of the raised funds at least once a quarter, and gives opinions on the authenticity and compliance of the use of the raised funds. 3. Except for financial enterprises, whether the company has not invested the raised funds in financial investments such as holding trading financial assets and financial assets available for sale, lending to others and entrusted financial management, and has not used the raised funds for venture capital, directly or indirectly invested in companies whose main business is the purchase and sale of securities, or used for pledge Entrusted loans and other investments that change the purpose of the raised funds in a disguised form.
4. Whether the company has not used idle raised funds to temporarily replenish working capital, changed the investment direction of raised funds to permanently replenish working capital, permanently used over raised funds to replenish working capital or returned unsuitable loans to banks within 12 months after venture capital investment. 5、 Internal control of related party transactions 1. Whether the company reports the related party information to the Shenzhen stock exchange through the "data filling: related party data filling" column of the business area of the Shenzhen Stock Exchange within 10 trading days after the IPO listing. If the related person and its information change, whether the company updates it within 2 trading days. Whether the related person information reported by the company is true, accurate and complete.
2. Whether the independent directors and supervisors of the company check the capital transactions between the company and related persons at least once a quarter. yes
3. Whether the company has defined the approval authority of the general meeting of shareholders and the board of directors for related party transactions, formulated corresponding deliberation procedures, and implemented them. 4. Whether there is no direct, indirect or disguised occupation of the funds of the listed company by the directors, supervisors, senior managers, controlling shareholders, actual controllers and their affiliates of the company. 6、 Internal control of external guarantee 1. Whether the company has specified in the articles of association the approval authority of the general meeting of shareholders and the board of directors on external guarantee matters and the accountability system for violation of the approval authority and review procedures.
2. Whether the external guarantee of the company strictly implements the approval authority and review procedures, and timely performs the obligation of information disclosure. yes
7、 Internal control of major investment 1. Whether the company has defined the approval authority and review procedures of the general meeting of shareholders and the board of directors for major investment in the articles of association, and whether the relevant approval authority and review procedures comply with the provisions of laws and regulations and the business rules of Shenzhen Stock Exchange.
2. Whether the company strictly implements the approval authority and review procedures for major investments, and timely performs the obligation of information disclosure. yes
3. Whether the company has not made venture capital investment in the following periods: (1) temporarily replenishing working capital with idle raised funds; (2) Within 12 months after changing the investment direction of the raised funds to permanent supplementary working capital; (3) Within 12 months after the over raised funds are permanently used to supplement working capital or repay bank loans that are not applicable. 8、 Other important matters 1. Whether the controlling shareholder and actual controller of the company have signed the statement and commitment of controlling shareholder and actual controller and reported to Shenzhen Stock Exchange and the board of directors of the company for the record. If the controlling shareholder or actual controller changes, whether the new controlling shareholder or actual controller completes the signing and filing of the statement and commitment of the controlling shareholder and actual controller within one month after the change is completed. 2. Whether the directors, supervisors and senior managers of the company have signed and timely updated the declaration and commitment of directors, supervisors and senior managers, and then reported to Shenzhen Stock Exchange and the board of directors of the company for filing.
Name and number of days of independent directors 3. In addition to attending the meeting of the board of directors, whether the independent directors spend no less than 10 days a year on the production and operation of the company is Xu Caiying 12
Conduct on-site inspection on the construction and implementation of management and internal control systems and the implementation of resolutions of the board of directors. Cao Zheng 12
Hu Youchun 14
Suzhou Hengmingda Electronic Technology Co.Ltd(002947) board of directors
February 21, 2022
