With regard to the risk assessment report of Shanghai Automotive Group Finance Co., Ltd., Shanghai New Power Automotive Technology Co., Ltd. has checked the financial license, business license of enterprise legal person and other certificates of Shanghai Automotive Group Finance Co., Ltd. (hereinafter referred to as “SAIC finance”) in accordance with the requirements of self regulatory guidelines for listed companies on Shanghai Stock Exchange No. 5 – transactions and related party transactions, Review the relevant financial statements of SAIC finance company, and evaluate the business qualification, business and risk status of SAIC finance company. The specific situation is reported as follows:
1、 Basic information of SAIC Finance
SAIC Finance Corporation, established in May 1994, is a non bank financial institution approved by the people’s Bank of China. At the end of 2021, the registered capital of the company was 15.38 billion yuan (including 10 million US dollars), which was held by Saic Motor Corporation Limited(600104) , and Shanghai Automobile Industry Sales Co., Ltd. 98.999% and 1.001% respectively. According to Saic Motor Corporation Limited(600104) strategic layout, the company holds 45% equity of SAIC General Motors Finance Co., Ltd.
Financial license institution code: l0038h231 Ping An Bank Co.Ltd(000001)
Unified social credit code of enterprise legal person business license: 913101151322268960
Registered capital: 15.38 billion yuan
Legal representative: Wang Xiaoqiu
Number of employees: 666 at the end of December 2021
Registered address and postal code: room 317, third floor, No. 8, Huajing Road, China (Shanghai) pilot free trade zone 200131
Business scope: with the approval of China Banking and Insurance Regulatory Commission, the company can operate the following domestic and foreign currency businesses specified in the measures for the administration of financial companies of enterprise groups:
(1) Handle financial and financing consulting, credit assurance and related consulting and agency business for member units;
(2) Assist member units to realize the receipt and payment of transaction funds;
(3) Approved insurance agency business;
(4) Provide guarantee to member units;
(5) Handle entrusted loans and entrusted investment between member units;
(6) Handle bill acceptance and discount for member companies;
(7) Handle the internal transfer settlement between member units and the corresponding settlement and clearing scheme design;
(8) Absorbing deposits from member units;
(9) Handle loans and financial leases for member units;
(10) Engage in interbank lending;
(11) Issue financial corporate bonds upon approval;
(12) Underwriting corporate bonds of member units;
(13) Equity investment in financial institutions;
(14) Securities investment;
(15) Members of credit and leasing units and buyers of credit products;
(16) Its own foreign exchange settlement and sales business, as well as spot and forward foreign exchange settlement and sales and forward foreign exchange trading business to group member units;
(17) Bank Of China Limited(601988) other businesses approved by the Insurance Regulatory Commission;
(18) Other foreign exchange financial businesses approved by the State Administration of foreign exchange.
2、 Basic information of risk management of SAIC finance company
(I) corporate governance structure
SAIC Finance Corporation has a sound corporate governance structure, and the three committees fully perform their respective responsibilities:
The shareholders’ meeting is the authority of the company. The shareholders’ meeting decides the company’s business policy, deliberates and approves the reports of the board of directors and the board of supervisors, approves the company’s annual financial budget plan and final settlement plan, and deliberates and approves the company’s profit distribution or loss recovery plan.
The board of directors is the executive authority of the company. The board of directors is responsible to the shareholders’ meeting and executes the shareholders’ meeting
Resolution of the board of directors. The board of directors shall examine and approve the company’s development plan and business plan; Determine the internal management mechanism of the company
Structure setting; Appoint or dismiss the general manager of the company and decide on the authorization of the general manager; Review and approval
Basic management system of the company. The board of directors accepts the supervision of the board of supervisors.
The board of supervisors is the supervisory body of the company’s business operation and management activities. The board of supervisors is responsible for the shareholders’ meeting
Report to the shareholders’ meeting and put forward proposals. The board of supervisors exercises the right of Supervision: to inspect the company’s financial affairs
Supervise the activities of the board of directors and the general manager in exercising their functions and powers, and supervise the directors and senior managers
Correct the acts of personnel that harm the interests of the company, and punish those who violate laws and regulations, the articles of association or
The directors and senior managers who have passed the resolution of the shareholders’ meeting shall put forward a proposal for removal. Supervisors attend the board of directors as nonvoting delegates
meeting.
The organizational structure of the company is as follows:
Shareholders’ meeting
Shareholders
Board of directors and board of supervisors
Board of Directors Supervisory Board
Information Technology Management Committee risk management committee operation management audit committee
Information Technology Risk Management Committee Management Team Audit Committee
Management Committee
Division Innovation&Development IT Corporate Marketing Passenger Passenger Commercial Securitiesof General Treasury Risk Internal Product Data Settlement Global Int ernet Wholesale Retail Fixed
Party general HR management it bussiness city mutual vehicle vehicle batch
Party planning, risk audit and credit management information association markets national market finance issued finance income solid investment certificate group managers through the Department to plan new insurance audit, audit the Department’s interest data, finance inter company support and jointly operated operators to book and handle securities Capital department finance and management audit technology industry financial settlement industry business network marketing sales vehicle business fund collection and investment public office source business development management technology quality department calculation and financing business marketing sales 12 sales industry department operation and financing department profit capital masses’ office public department Exhibition Department ENT department Department Department Department T Department Department Department branch department finance department business department office department Department Department Department Department holding Department Department Department
Department Department departments departments affairs I II
(II) risk control system
At present, SAIC finance has established a comprehensive risk management system, including authorization system and system
Degree system, reasonable and scientific department post setting, clear division of responsibilities and professional committee system
Degree, regular / irregular risk investigation, etc.
1) Perfect authorization system. The board of directors grants the approval authority of various businesses to the general manager of the company every year. The general manager is the highest approver of various businesses of the company within the scope of authority, and the general manager can delegate authorization within the scope of authority according to the actual situation of various businesses of the company. In principle, the authorization of the board of directors shall be set once a year. In case of special circumstances, it can apply for adjustment temporarily.
2) Perfect system construction. In carrying out various businesses, the company strictly follows the principle of having systems before operation, and timely modifies the management measures and internal control manual according to the newly issued national laws, regulations, rules and the adjustment of department settings. Through system construction, the company’s business operations have basic standards, and the formulation and strict implementation of comprehensive and perfect rules and regulations and internal control manuals are the fundamental guarantee for the healthy and orderly development of the company’s business and effective risk prevention.
3) Reasonable and scientific department post setting and division of responsibilities. The departments and positions involved in various businesses of the company are set up in the principles of separation of front, middle and back office, separation of transaction operation and review, and separation of project operation and fund management. Specifically, the front office business department (corporate finance department, international business department, marketing department I / II, commercial vehicle business department, fixed income department, etc.) is responsible for project operation, and the middle and back office (wholesale business operation Department, personal finance department, risk management department, finance department, audit department, etc.) is responsible for business process monitoring, fund and account management and independent audit. The separation mode of front, middle and back office realizes the restriction between various departments of the company. All departments set up posts according to business needs and operation processes, and formulate post responsibilities and post operation processes after discussion and trial operation by relevant departments, so as to ensure the smooth development of all businesses.
4) Professional committee system. At the same time, the company has established the systems of Asset Liability Committee, loan review committee and Investment Review Committee. As non permanent deliberative bodies, the Asset Liability Committee, the loan review committee and the investment review committee are respectively responsible for reviewing the rational allocation of the company’s assets and liabilities, credit and investment
