Huatai United Securities Co., Ltd
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Whether the target company of Shanghai Precise Packaging Co.Ltd(300442) major asset restructuring is involved
Related matters in question 25 of Shenzhen Stock Exchange’s Q & A on IPO and listing of gem shares and question 54 of the answers to some questions on initial business (revised in June 2020)
of
Special verification report
Independent financial advisor
Date of signature: December, 2001
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Huatai United Securities Co., Ltd
Special verification report on whether the subject company of Shanghai Precise Packaging Co.Ltd(300442) major asset restructuring involves relevant matters in question 25 of the examination and answer to the initial public offering and listing of shares on the gem of Shenzhen Stock Exchange and question 54 of the answers to several questions on initial business (revised in June 2020)
Shenzhen Stock Exchange:
According to the requirements of the second round examination and inquiry letter on Shanghai Precise Packaging Co.Ltd(300442) application for major asset replacement, issuance of shares to purchase assets, raising supporting funds and related party transactions (examination and approval letter [2021] No. 030020, hereinafter referred to as the “second round inquiry letter”) issued by your exchange on November 5, 2021, Huatai United Securities Co., Ltd. (hereinafter referred to as “Huatai United Securities” or Whether the “independent financial adviser”) involved the subject company of Shanghai Precise Packaging Co.Ltd(300442) major asset restructuring, Runze Technology Development Co., Ltd. (hereinafter referred to as “the subject company” or “Runze technology”) in question 25 of the Q & A on the initial public offering and listing of shares on the gem of Shenzhen stock exchange and the answers to some questions on initial business (revised in June 2020) Special verification shall be carried out for related matters in question 54. The specific verification is as follows:
Unless otherwise specified, the words or abbreviations described in this special verification report have the same meaning as the words or abbreviations defined in the report on Shanghai Precise Packaging Co.Ltd(300442) major asset replacement, issuing shares to purchase assets and raising supporting funds and connected transactions (Draft).
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1、 Does the subject company have any key verification items specified in question 54 of the answers to some questions about initial business (revised in June 2020)
(i) Is there any major defect in the internal control system related to the fund management of the target company
1. Specific contents of the evidence obtained
(1) Reviewed the internal control systems formulated by the subject company, such as the fund management system, the Interim Measures for centralized fund management, the management standard for external payment, the management system for preventing the occupation of funds by controlling shareholders and related parties, and the management system for related party transactions;
(2) Interview relevant personnel to understand the management process of payment funds of the target company;
(3) Carry out walk through test on the business process of paying funds to related parties, ask relevant personnel about the process of the target company paying funds to related parties, understand the main control points of the cycle of paying funds to related parties, track the transaction record of paying funds to related parties every year during the reporting period, check whether the signatures of relevant payment approval procedure documents are complete, and check the application time and approval time Whether the time, payment time and financial entry time comply with the process logic, and whether the financial personnel finally record correctly;
(4) Implement control test and evaluate the effectiveness of internal control system. The specific process of control test is as follows:
① Define the overall: judge that the nature of the control is manual control, define the funds paid by the subject company to related parties in 2018, 2019, 2020 and January October 2021 during the reporting period as the overall, take the number of funds paid to related parties every year as the overall number, and take samples every year for testing;
② Define the deviation. The defined deviation content is: the payment approval document has not been approved by relevant personnel; Payment is not properly accounted for;
③ Determine the number of samples to be tested according to the total number, determine the sample size according to the total number of samples and control frequency, and take samples by systematic sampling method. The details of the specific number of samples are as follows:
Project from January to October 2021, 2020, 2019 and 2018
Total number 22364213271
Control execution frequency irregularity irregularity irregularity irregularity
Number of samples 22364213271
Total sample amount (10000 yuan) 116106.24219565.12184993.94111378.19
Sample amount (10000 yuan) 116106.24219565.12184993.94111378.19
Sample amount accounted for 100% 100% 100% 100%
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④ Combined with the inquiry, inspection and other procedures to implement the test and evaluate the results, the above part of the test samples are listed below
The details are as follows:
Sample detailed voucher No. approval process when transferring the voucher, the contents of internal control documents shall be attached to the voucher
On May 13, 2021, Zhang Biao applied for (May 13, 2021) – Liang Aihua’s expenditure approval form, which was listed in the may record of Runze data industry branch (Treasurer) – Ren Yuan (the general financial statement, the bank stated the purpose of the money, and approved the payment of 145 million yuan, supervisor No. 58) – Zhou Chaonan (the chairman of the board) signed the final 13 receipts for approval (May 13, 2021)
On May 6, 2021, Zhang Biao applied for (2021.5.6) – Liang Aihua’s expenditure approval and expenditure approval form, listing Runze digital payment 22505 monthly record (Financial Supervisor) approval – Ren Yuan (general financial officer 2021.5. Form, Bank specifies the purpose of funds, audit No. 50 supervisor) approval – Li Li (general manager) signed the final 6 receipt and approved it (2021.5.6)
Zhang Biao application (April 13, 2021) – Liang Aihua
April 14, 2021 (Treasurer) approval in 2021 – Ren Yuan (chief financial officer 2021.4. Expenditure approval, expenditure approval form, listed in the April record and supervision of Runze data industry branch) – Li Li (General Manager), Zhou Chao 14 forms, Bank of China specifying the purpose of funds, and examining and paying 167 million yuan. No. 15 male (Chairman) final approval receipt. The approver has fully signed (April 13, 2021)
On August 3, 2020, Zhang Biao applied for (August 3, 2020) – Liang Aihua’s expenditure approval form, listing that YINGSHANHONG hotel management has August 3 (Financial Supervisor) approval – Ren Yuan (general financial statement, bank’s application, and supervision of the company’s payment of 48 million yuan) – Zhou Chaonan (Chairman) signed the final 3 receipt approver for Qi Quanyuan’s approval (August 3, 2020)
On July 3, 2020, Zhang Biao applied for (June 30, 2020) – Liang Aihua’s expenditure approval form, listing the approval of Runze data industry’s payment in July (Financial Director) – Ren Yuan (general financial officer, the Bank specifies the purpose of the money, audit 25 million yuan, supervision No. 23) – Li Li (General Manager) finally reviewed the 3 receipt, and the approver signed it for approval (June 30, 2020)
On April 9, 2020, he applied to Zhang Biao in 2020 (April 2, 2020) – Liang Aihua’s expenditure approval form, listed Langfang big data application service’s April record (Treasurer) approval – Ren Yuan’s (general financial statement, bank’s clear purpose of payment, audit Co., Ltd. payment No. 69 Supervisor) approval – Li Li (General Manager) finally reviewed the 9 receipt, the approver signed it, and approved it for 60 million yuan (April 2, 2020)
On September 11, 2019, Gao Xiaoxu applied for (September 11, 2019) – Liang Aihua’s expenditure approval and expenditure approval form, which was listed in the September record of Beijing Yindun tai’an.com (Financial Manager) – Sun Wei’s approval (Finance 2019.9. Form, the Bank specifies the purpose of money, and the Deputy director of No. 71 branch of Shenluo Technology Co., Ltd.) – Zhou Chaonan (Chairman) signed the 11th receipt and paid RMB 2 million for final approval （2019.9.11）
On May 27, 2019, Gao Xiaoxu applied for (May 27, 2019) – Liang Aihua’s expenditure approval form, which was listed in the may record of Beijing tianxinghui Municipal Administration (Financial Manager) for approval – Sun Wei’s approval (Finance 2019.5. Form, the Bank specifies the purpose of funds, and the Deputy director of payment No. 148 of Engineering Co., Ltd.) – Zhou Chaonan (Chairman) signed the 27th receipt, and the final approval was 9.35 million yuan （2019.5.27）
On May 24, 2019, Gao Xiaoxu applied for (May 24, 2019) – Liang Aihua’s expenditure approval form, which was listed in Tiantong communication network. It was approved in May (Financial Manager) – Sun Wei approved (finance form, bank stated the purpose of the money, limited the company’s payment of RMB 100 million No. 177, deputy director of business) – Zhou Chaonan (Chairman) signed the 24th receipt, and finally approved (May 24, 2019)
On December 30, 2018, Gao Xiaoxu applied for (December 30, 2018) – Sun Wei’s expenditure approval form, which was listed in Tiantong communication network. It was approved by December (Financial Manager) – Zhou Chaonan (the director’s 2018.1 form, the bank specified the purpose of the money, and approved the company’s payment of 20 million. No. 306 chief) was finally approved (December 30, 2018). The approver signed Qi Quanyuan on February 30
On July 26, 2018, Gao Xiaoxu applied for (July 23, 2018) – Sun Wei’s expenditure approval form, which was listed in the July record of Beijing tianxinghui Municipal Administration (Financial Manager) for approval – Zhou Chaonan (the director, the bank, the purpose of payment, and the chief of audit Engineering Co., Ltd. payment No. 237) for final approval (July 26, 2018). The approver of the 26 receipt was fully signed
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Sample detailed voucher No. approval process internal control document is attached to the voucher during transfer
Content of intermediate parts
