Company code: Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) company abbreviation: Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332)
Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332)
Internal control evaluation report in 2021
Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) all shareholders:
In accordance with the provisions of the basic norms of enterprise internal control and its supporting guidelines and other internal control regulatory requirements (hereinafter referred to as the enterprise internal control normative system), combined with the company's (hereinafter referred to as the company's) internal control system and evaluation methods, and on the basis of daily and special supervision of internal control, we evaluated the effectiveness of the company's internal control on December 31, 2021 (the benchmark date of internal control evaluation report). I Important statement
It is the responsibility of the board of directors of the company to establish, improve and effectively implement internal control, evaluate its effectiveness and truthfully disclose the internal control evaluation report in accordance with the provisions of the enterprise's internal control standard system. The board of supervisors shall supervise the establishment and implementation of internal control by the board of directors. The management is responsible for organizing and leading the daily operation of the enterprise's internal control. The board of directors, the board of supervisors and the directors, supervisors and senior managers of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this report, and bear individual and joint legal liabilities for the authenticity, accuracy and completeness of the contents of the report.
The objective of the company's internal control is to reasonably ensure the legal compliance of operation and management, asset safety, authenticity and integrity of financial reports and relevant information, improve operation efficiency and effect, and promote the realization of development strategy. Due to the inherent limitations of internal control, it can only provide reasonable assurance for the realization of the above objectives. In addition, as changes in circumstances may lead to inappropriate internal control or reduced compliance with control policies and procedures, there is a certain risk to speculate the effectiveness of internal control in the future according to the internal control evaluation results. II Internal control evaluation conclusion 1 On the benchmark date of the internal control evaluation report, does the company have any major defects in the internal control of financial reporting
□ yes √ no
2. Evaluation conclusion of internal control over financial reporting
√ valid □ invalid
According to the identification of major defects in the company's internal control over financial reporting, there are no major defects in the internal control over financial reporting on the benchmark date of the internal control evaluation report. The board of Directors believes that the company has maintained effective internal control over financial reporting in all major aspects in accordance with the requirements of the enterprise's internal control standard system and relevant regulations. 3. Whether major defects in internal control over non-financial reporting are found
□ yes √ no
According to the identification of major defects in the company's internal control over non-financial reports, the company found no major defects in the company's internal control over non-financial reports on the benchmark date of the internal control evaluation report. 4. Factors affecting the evaluation conclusion of internal control effectiveness from the base date of internal control evaluation report to the date of issuance of internal control evaluation report
There are no factors affecting the evaluation conclusion of the effectiveness of internal control from the base date of the internal control evaluation report to the date of issuance of the internal control evaluation report. 5. Whether the internal control audit opinion is consistent with the company's evaluation conclusion on the effectiveness of internal control over financial reporting
□ yes □ no Whether the disclosure of major defects in internal control of non-financial reports in the internal control audit report is consistent with the disclosure of the company's internal control evaluation report √ yes □ no III Internal control evaluation (I) Scope of internal control evaluation
According to the risk oriented principle, the company determines the main units, businesses and matters included in the evaluation scope and high-risk areas. 1. The main units included in the evaluation scope include: the company's headquarters and important subsidiaries and branches: (1) the headquarters of Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Pharmaceutical Group Co., Ltd; (2) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Xingqun (pharmaceutical) Co., Ltd; (3) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Zhongyi Pharmaceutical Co., Ltd; (4) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Chen Liji Pharmaceutical Co., Ltd; (5) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Hanfang Modern Pharmaceutical Co., Ltd; (6) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) jingxiutang Pharmaceutical Co., Ltd; (7) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) PanGaoShou Pharmaceutical Co., Ltd; (8) Guangzhou Caizhilin Pharmaceutical Co., Ltd; (9) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Baidi biomedical Co., Ltd; (10) Guangzhou wanglaojida Health Industry Co., Ltd; (11) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Qixing Pharmaceutical Co., Ltd; (12) Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Baiyunshan Pharmaceutical General Factory; (13) Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Weiling Pharmaceutical Co., Ltd; (14) Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Baiyunshan chemical pharmaceutical factory; (15) Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) he Jigong pharmaceutical factory; (16) Guangzhou Baiyunshan Tianxin Pharmaceutical Co., Ltd; (17) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Guanghua Pharmaceutical Co., Ltd; (18) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Mingxing Pharmaceutical Co., Ltd; (19) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Pharmaceutical Technology Development Co., Ltd; (20) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Xingzhu Pharmaceutical Co., Ltd; (21) Guangzhou Pharmaceutical Research Institute Co., Ltd; (22) Guangzhou Pharmaceutical Haima Brand Integrated Communication Co., Ltd; (2) Guangzhou Pharmaceutical Co., Ltd; (24) Guangxi Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Yingkang Pharmaceutical Co., Ltd; (25) Guangyao Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Hong Kong Co., Ltd; (26) Guangzhou Pharmaceutical Co., Ltd; (27) Guangzhou Wanglaoji Pharmaceutical Co., Ltd; (28) Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) medical and Health Industry Investment Co., Ltd. 2. Proportion of units included in the scope of evaluation:
Proportion of indicators (%)
The total assets of the units included in the evaluation scope accounted for 98.88% of the total assets in the company's consolidated financial statements
The total operating income of the units included in the evaluation scope accounts for 99.43% of the total operating income in the company's consolidated financial statements
3. The main operations and matters included in the scope of evaluation include:
Financial report, budget management, asset management, production management, procurement management, sales management, engineering project management, business outsourcing management, research and development management, contract management, human resource management, guarantee management, investment management, information system management, etc. 4. High risk areas of focus mainly include:
Capital activities, asset management, procurement business, sales business, production management, research and development, information system management, contract management, etc.
5. The above units, businesses and matters included in the evaluation scope and high-risk areas cover the main aspects of the company's operation and management. Is there any major omission □ yes √ No 6 Is there a statutory exemption
□ yes √ No 7 Other explanatory matters
Based on Tibet Linzhi Guangyao Development Co., Ltd., Guangzhou Guangyao Yigan Biological Products Co., Ltd., Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Chemical Medicine Technology Co., Ltd., Guangzhou Wanglaoji Investment Co., Ltd., Wanglaoji Dazhai Beverage Co., Ltd., Guangzhou Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) medical device investment Co., Ltd., Guangzhou chuangying Guangyao Guangzhou Baiyunshan Pharmaceutical Holdings Company Limited(600332) Intellectual Property Co., Ltd Eight enterprises such as Guangzhou Pharmaceutical (Zhuhai Hengqin) Pharmaceutical Industrial Park Co., Ltd. have small business scale. According to the principle of importance, the above companies are not included in the scope of this internal control evaluation. (2) Basis of internal control evaluation and identification standard of internal control defects
The company organizes and carries out internal control evaluation according to the enterprise internal control standard system and the company's internal control evaluation management measures. 1. Whether the specific identification standard of internal control defects is adjusted with that of previous years
□ yes √ no
The board of directors of the company distinguished the internal control of financial report from the internal control of non-financial report according to the identification requirements for major defects, important defects and general defects of the enterprise internal control standard system, combined with the factors such as the company's size, industry characteristics, risk preference and risk tolerance, and studied and determined the specific identification standards of internal control defects applicable to the company, which are consistent with the previous years. 2. Identification standard of internal control defects in financial reporting
The quantitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Index name major defect quantitative standard important defect quantitative standard general defect quantitative standard
Defects alone or together ≥ 10% ~ 10% ≤ 5%
Description of the extent to which other defects may lead to deviation from the target:
The qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Qualitative standard of defect nature
No major deviation from the target may be caused by any major defect
Important defects: failure to take any action for existing problems may lead to serious deviation from control objectives
General defects: failure to take any action on the existing problems may lead to small-scale target deviation
explain:
When assessing the severity of internal control defects, the company mainly considers the following two points:
(1) Take the possibility of deviation from the target and the degree of deviation from the target as the standard to measure the severity of defects: the severity of defects identified according to the signs shall be judged directly according to the degree of deviation from the target (specifically referred to as "negative deviation" here, i.e. the goal is not achieved, rather than over achieved), and the severity of defects in the potential risk period shall be evaluated from two aspects: the possibility of deviation from the target and the degree of deviation from the target. The evaluation method can be qualitative analysis or quantitative analysis. (2) Fully consider defect combination and compensatory control. The impact of the following two points on the evaluation conclusion shall be fully considered in the evaluation of defect severity: ① pay attention to and analyze the risk of defect combination. There is not only a one-to-one correspondence between defects and the possibility of deviation from the target, but also the risk superposition effect of defect combination. ② The role of compensatory control: compensatory control is the containment or compensation of a control defect by other formal or informal controls. 3. Identification standard of internal control defects in non-financial reporting
The quantitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Index name major defect quantitative standard important defect quantitative standard general defect quantitative standard
Defects alone or together ≥ 10% ~ 10% ≤ 5%
Description of the extent to which other defects may lead to deviation from the target:
The qualitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Qualitative standard of defect nature
Major defects do not take any action for the existing problems, which may lead to serious deviation from the control objectives
Important defects have certain negative impact on existing problems if no action is taken
General defects: failure to take any action on the existing problems may lead to small-scale target deviation
explain:
Among the non-financial reporting objectives of internal control, the realization of strategic and business objectives is often affected by many external factors beyond the control of the company. The company's internal control can only reasonably ensure that the board of directors and management understand the degree of realization of these objectives. Therefore, when identifying the defects of internal control against these control objectives, we not only consider the final results, but mainly consider whether the mechanism and procedures for the company to formulate strategies and carry out business activities meet the requirements of internal control, as well as the possible impact of inappropriate mechanisms and procedures on the realization of the company's strategy and business objectives. (3) Identification and rectification of internal control defects 1 Identification and rectification of internal control defects in financial reporting 1.1 Major defects
Whether the company has major defects in internal control over financial reporting during the reporting period □ yes √ no 1.2 Important defects
Whether the company has significant defects in internal control over financial reporting during the reporting period □ yes √ no 1.3 General defect
The company's internal control has established a self-evaluation and internal audit mechanism. Once the existing general defects are found, corrective measures shall be taken to make the risks controllable, which will not have a substantive impact on the operation of the company's internal control system. 1.4. After the above rectification, on the benchmark date of the internal control evaluation report, does the company have any major defects in the internal control of financial reporting that have not been rectified □ yes √ no
1.5. After the above rectification, on the benchmark date of the internal control evaluation report, whether the company has any important defects in the internal control of financial reporting that have not been rectified □ yes √ No 2 Identification and rectification of internal control defects in non-financial reporting 2.1 Major defects
Whether the company found any major defects in internal control over non-financial reporting during the reporting period □ yes √ no 2.2 Important defects
Whether the company found any significant defects in internal control over non-financial reporting during the reporting period □ yes √ no 2.3 General defect
Through self-evaluation, it is found that there are still general defects in the daily operation of the company's internal control process, but it does not affect the realization of control objectives. For the internal control defects found, the evaluation team has reported to the board of directors and the management, and relevant enterprises and functional departments have formulated measures and rectified them. 2.4. After the above rectification, on the benchmark date of the internal control evaluation report, does the company find any major defects in the non-financial reporting internal control that have not been rectified □ yes √ no 2.5 After the above rectification, on the benchmark date of the internal control evaluation report, whether the company finds any important defects in non-financial reporting internal control that have not been rectified □ yes √ no IV Description of other major matters related to internal control 1 Rectification of internal defects in the previous year
√ applicable □ not applicable
During the previous reporting period, no major and important defects in the company's internal control over financial and non-financial reports were found. For the general defects in internal control found in the previous year, the company formulated corresponding rectification measures and required relevant units and departments to implement the rectification. In 2021, relevant units and departments have carried out rectification according to the rectification suggestions, except for individual matters in progress and those planned to be rectified this year. 2. Operation of internal control in this year and improvement direction in the next year
√ applicable □ not applicable
During the reporting period, the company established internal control over the businesses and matters included in the evaluation scope, which was effectively implemented. The authenticity of the company's operating results and