Xinjiang Tianshan Cement Co.Ltd(000877)
Continuous risk assessment report of China Building Materials Group Finance Co., Ltd
Xinjiang Tianshan Cement Co.Ltd(000877) (hereinafter referred to as “the company”) has assessed the business qualification, business and risk status of the financial company by checking the financial license, business license and other certificates of China Building Materials Group Finance Co., Ltd. (hereinafter referred to as “the financial company”), reviewing the capital verification report and financial statements of the financial company, and now the relevant risk assessment is reported as follows:
1、 Basic information of China Building Materials Group Finance Co., Ltd
China Building Materials Group Finance Co., Ltd., established on April 23, 2013, is a non bank financial institution approved by the former Bank Of China Limited(601988) Industry Regulatory Commission.
Registered address: Floor 9, building 2, No. 17, Fuxing Road, Haidian District, Beijing
Legal representative: Zhan Yanjing
Financial license institution code: l0174h21 Ping An Bank Co.Ltd(000001)
Unified social credit Code: 91110 Sgis Songshan Co.Ltd(000717) 83642×5
Registered capital: 1.2 billion yuan, including 700 million yuan invested by China Building Materials Group Co., Ltd. (hereinafter referred to as “China Building Materials Group”), accounting for 58.33%; Sinoma Cement Co., Ltd. (hereinafter referred to as Sinoma cement) invested 500 million yuan, accounting for 41.67%. Business scope: 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 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. Underwriting corporate bonds of member units; 12. Securities investment (fixed income). 2、 Basic information of internal control of finance company
(I) control environment
The finance company has established an internal control system. Including: articles of association, various management systems and business operation processes, etc. The articles of Association defines the basis for the establishment of a financial company and standardizes the functions and powers and rules of procedure of the shareholders’ meeting, the board of directors and the board of supervisors; It stipulates the functions and powers of the general manager and the appointment and removal of the management, and emphasizes the importance of supervision and management and risk control. The authorization management measures standardize the basic authorization management system of the financial company, so that posts at all levels have duties and powers, commensurate functions and powers, equal rights and responsibilities, give full play to the incentive and restraint mechanism, and form a streamlined and efficient working atmosphere.
The specific contents of the internal control system are as follows:
1. Corporate governance
According to the requirements of modern corporate governance structure, the board of shareholders, the board of directors and the board of supervisors are established in accordance with the principle of “three separate meetings, three separate powers, effective restriction and coordinated development”. Set up the organizational structure of the financial company according to the principle of mutual checks and balances among operation, supervision and feedback systems. There are two professional committees under the board of directors, including risk management committee and audit committee.
The risk management committee is the permanent working body of the board of directors and the highest decision-making body for the risk control of the finance company. It is responsible for: (1) considering and approving the risk management framework of the finance company, reviewing and revising the risk and risk management policies of the finance company, supervising and evaluating their implementation and effect, and making suggestions to the board of directors; (2) Review and approve the risk management indicators of the finance company, and track the implementation of various indicators; (3) Supervise the risk control of the financial company in terms of credit, market and operation, regularly review the risk status report of the financial company, understand the overall situation and effectiveness of risk management, and put forward opinions on improving risk management and internal control; (4) Examine, approve and inspect the responsibility, authority and reporting system of risk control of each department, ensure the effectiveness of the risk management decision-making system of the finance company, and ensure that the risks faced by various businesses of the finance company are controlled within an acceptable range; (5) Urge the management and departments of the finance company to take necessary measures to effectively identify, evaluate, monitor, control and mitigate risks; (6) Supervise and evaluate the risk management of senior managers in credit, market and operation; (7) Formulate an annual work plan and issue an annual work report to the board of directors on the performance of duties; (8) Other authorities granted by the board of directors.
The main responsibilities and authorities of the Audit Committee: (1) review and approve the important internal audit system of the financial company; (2) Supervise the implementation of the internal audit system of the financial company; (3) Review the internal control system of the finance company; (4) Review the annual financial settlement plan of the finance company; (5) Communication of the proposal; (7) Appoint and remove the person in charge of the Audit Department of the company; (8) Other duties authorized by the board of directors.
The settlement department is mainly responsible for establishing the fund settlement system of the finance company and implementing the fund settlement business; Manage the accounts of member companies in the finance company.
The credit department is responsible for formulating the credit business plan, collecting the funds of member units, evaluating the credit rating of member units, and handling credit, loan, bill, letter of guarantee and other businesses for member units. The planning and finance department is mainly responsible for the capital plan, capital position, tax management, financial budget, financial final accounts, financial management, accounting and the preparation and submission of various statements of the financial company.
The information technology department is mainly responsible for information planning and construction, scientific and technological innovation, financial science and technology empowerment, data platform construction and analysis, data center management, legalization, etc.
The risk department (legal compliance department) is mainly responsible for the construction and revision of the financial company’s risk management and internal control system, and the daily monitoring of the operation status of the risk system; Be responsible for the compliance management and legal affairs management of the finance company, supervise the internal risk control measures and workflow of the finance company, and ensure the compliance operation of the finance company. Be responsible for the daily affairs of the risk management committee of the board of directors.
The general affairs department is mainly responsible for the daily affairs of the “three meetings and one layer” of the finance company, and is responsible for administration, human resource management, publicity, security and confidentiality, logistics services, etc.
The industrial and financial digital research office is mainly responsible for studying the industrial and financial digital standardization of building materials industry; Study the transaction service data of the upstream and downstream of the relevant industrial chain; Provide member units with “symbolic and differentiated” Scene customized service solutions to help member units develop with high quality; Research on improving the construction of four platforms of financial companies through the construction of industrial and financial digital services; Focus on cutting-edge innovation research and industrial and financial digital applications, innovate business service models, improve service capabilities, and help the group develop with high quality.
The audit department is mainly responsible for evaluating the business operation of the financial company, the audit supervision of major matters and the implementation of internal control system. Be responsible for the daily affairs of the audit committee of the board of directors.
The party masses work department is mainly responsible for the development and education of Party members of the finance company, the collection and management of Party fees, the maintenance and statistics of party affairs information, as well as the organization construction, ideological publicity, mass work, etc.
The comprehensive supervision and discipline enforcement office is mainly responsible for implementing the work requirements of the Discipline Inspection Commission of the finance company, doing a good job in the daily work of the Discipline Inspection Commission, and performing the function of supervision, discipline enforcement and accountability in accordance with regulations and disciplines.
2. The organization chart of the finance company is as follows:
(II) risk identification and assessment
The finance company has formulated a sound internal control management system and risk management system to supervise and audit the business activities of the finance company through the risk department and the audit department. Each business department shall formulate corresponding standardized operation procedures, operation standards and risk prevention measures according to each business. Each department shall separate responsibilities and supervise each other, and predict, evaluate and control various risks in business operation.
(III) control activities
1. Settlement business control
(1) Establish internal control system for settlement business
In accordance with various rules and regulations stipulated by relevant state departments and the people’s Bank of China, the finance company has formulated business systems and operation processes such as account management measures, settlement business management measures, deposit business management measures and settlement business internal risk control system, so as to clarify the operation norms and control standards of various settlement and deposit businesses and effectively control business risks.
(2) Enterprise capital security
Strictly abide by the principle of fair and voluntary operation of the deposit insurance committee, and strictly safeguard the legitimate rights and interests of the parties in the operation of the deposit insurance committee.
(3) Timely handle centralized fund management and internal transfer settlement business
The enterprise opens a settlement account in the financial company, submits instructions through logging in the online financial service system of the financial company or submits written instructions to the financial company to realize capital settlement, and strictly ensure the safety, quickness and smoothness of settlement. The settlement department has handling posts and review posts to ensure timely and accurate accounting and timely feedback of problems found. In order to reduce the risk, the finance company will hand over the check, the reserved bank financial seal and the reserved bank seal to different personnel in charge.
2. Credit business control
(1) Establish credit business internal control system
In order to effectively control the risk of credit business, the finance company has formulated a series of management measures, including the measures for the management of customer credit rating, the measures for the management of credit extension, the measures for the management of RMB loans, the measures for the management of bill discount, rediscount and rediscount business, in accordance with the general principles of loans, the measures for the management of enterprise group finance companies and the relevant provisions of Bank Of China Limited(601988) Insurance Regulatory Commission and the people’s Bank of China, And formulate the corresponding operation process.
(2) We will strictly implement the mechanism of separating examination and loan approval and hierarchical examination and approval
The finance company manages the credit business in accordance with the principle of “separation of loan approval and hierarchical approval”. After the credit department issues the comprehensive credit line investigation report, it shall be submitted to the risk department for review. The risk department shall verify it according to the opinions of the credit department. After putting forward the review opinions, the credit shall be approved by the credit review committee, the Party committee, the general manager’s office meeting and the board of directors. The board of directors of the finance company is the highest decision-making body for credit approval.
The credit department is responsible for the operation and management of the credit business. The credit department issues a business investigation report to the applicant, the risk department issues a risk evaluation report to the credit business, and the credit review committee reviews and issues the resolution of the loan review committee. According to the provisions of the annual basic power of attorney, it can be handled after being approved by the general manager and the chairman.
(3) Post loan inspection
The credit department is responsible for post loan inspection, including contacting customers, understanding and collecting information about customers, supervising and inspecting the situation of credit business applicants and guarantors, inspecting the risk early warning, quality classification and customer credit rating of credit business, and implementing relevant specific credit business management measures.
3. Internal control
By formulating and implementing a series of systems, procedures and methods, the finance company carries out pre prevention, in-process control, post supervision and correction of the risks of various business activities. The finance company shall formulate various business operation processes according to relevant national laws and regulations and the specific conditions of the company, and formulate corresponding risk control systems according to the specific conditions of various businesses. The finance company has established an effective risk early warning and forecasting system, including risk assessment and monitoring system, assessment index system and moral hazard prevention system of managers.
The finance company implements the internal audit supervision mechanism, establishes the audit department, independently exercises the audit supervision power according to law, reports to the board of directors, and establishes a relatively complete internal audit system, including the internal audit management measures and accountability, to conduct internal audit and supervision on various operation and management activities, and evaluate the effectiveness of the design and implementation of internal control. 4. Information system control
In order to ensure the safe, steady and efficient operation of the finance company, the finance company has formulated the information system operation management measures, business management information system security management measures, information security management measures, digital certificate management measures, information system emergency plan, etc., and introduced the online financial service system developed by professional software companies, covering settlement, credit Financial and other system docking platforms.
The core system of the finance company has perfect risk control process, which provides data analysis basis and decision support for risk management and internal control. Risk control mainly embodies risk avoidance in advance, risk approval in process and risk monitoring afterwards. The core system can automatically identify and control key business risk points such as settlement business, credit business and capital business.
Risk control runs through all departments, posts and operation links, strictly controls the functional authority, operation procedures, network security and log data of the core system, and monitors the possible risks in operation links, system links and decision-making links.
(IV) overall evaluation of internal control
The financial company’s risk management system is sound and implemented effectively. In terms of fund management, the financial company controls the risk of capital flow better; In terms of credit business, the finance company has established corresponding credit business risk control procedures and more advanced risk management means to control the overall risk at a reasonable level.
3、 Operation management and risk management of finance company
(I) operation
At present, the finance company has carried out deposit, loan, bill, settlement, spot foreign exchange settlement and sales, letter of guarantee, interbank and intermediary business and other business types. As of December 31, 2021, the total assets of the finance company are 18711290300 yuan, the total liabilities are 1723325600 yuan and the total owner’s equity is 1478034700 yuan; In 2021, the company realized an operating income of 402004700 yuan and a net profit of 588544 million yuan. By the end of 2021, it had absorbed 171651012 million yuan of deposits and issued 9901646600 yuan of loans and advances. All risk indicators of the financial company meet the regulatory requirements.
(II) management
Since its establishment, the finance company has always adhered to the principle of sound operation, standardized its business behavior and strengthened its internal management in strict accordance with the company law of the people’s Republic of China, the banking supervision and administration law of the people’s Republic of China, the accounting standards for business enterprises, the measures for the administration of financial companies of enterprise groups, relevant national financial regulations and rules and the articles of association. According to the understanding and evaluation of the financial company’s risk management, no major defects are found in the risk control system.
(III) regulatory indicators
According to the provisions of the measures for the administration of financial companies of enterprise groups, all regulatory indicators of financial companies are within a reasonable range and there are no major risks.
(IV) deposits and loans of the company
As of January 2021
