Shandong Humon Smelting Co.Ltd(002237) internal control rules implementation self inspection form
Self inspection form for the implementation of internal control rules
Internal control rules implementation self inspection yes / no / inapplicable description
1、 Internal audit and operation of the audit committee 1. Whether the head of the internal audit department is full-time and nominated by the audit committee and appointed and removed by the board of directors. 2. Whether the company has set up an internal audit department independent of the financial department is whether it is equipped with full-time internal auditors. 3. Whether the internal audit department reports to the audit committee at least quarterly.
4. Does the internal audit department conduct at least once a quarter —-
Check:
(1) The deposit and use of raised funds are
(2) External guarantee is
(3) Related party transactions
(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) Capital transactions between the company and its directors, supervisors, senior managers, controlling shareholders, actual controllers and their affiliates 5. Whether the audit committee holds meetings at least once a quarter to consider the work plans and reports submitted by the internal audit department. 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 next annual internal audit work plan to the Audit Committee on time. 2、 Internal control of information disclosure 1. Whether the company has formulated information disclosure management system and confidentiality system of major information. 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 reply in a timely and complete manner. 3. Whether the company requires specific objects to sign a letter of commitment before communicating directly with specific objects. 4. Within two trading days after the end of each investor relations activity, whether the company prepares the record form of investor relations activities, and publishes the form and the annexes such as presentations and documents provided during the activity (if any) on the interactive website of Shenzhen Stock Exchange and the company’s website (if any) at the same time. 3、 Internal control of insider trading
Shandong Humon Smelting Co.Ltd(002237) internal control rules implementation self inspection form
1. Whether the company has established a registration management system for insiders, which stipulates the confidentiality management of insider information and the registration management of insiders before the disclosure of insider information according to law. 2. Whether the company has filled in the archives of insiders of listed companies before the public disclosure of insider information according to law and formed a memorandum on the progress of major events when planning major events, and whether relevant personnel have signed on the Memorandum for confirmation. 3. Whether the company conducts self inspection 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, 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 personnel are not applicable before buying and selling the company’s shares and their derivatives, and notify the Secretary of the board of directors of their trading plan in writing. 5. Whether the related party transactions of the company strictly implement the approval authority and review procedures, and timely fulfill the obligation of information disclosure. 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 tripartite supervision agreement on raised funds. 2. Whether the internal audit department conducts an audit on the use and storage of raised funds at least once a quarter, and gives opinions on the authenticity and compliance of the use of 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 risk investment, directly or indirectly invested in companies whose main business is trading securities, or used for pledge, entrusted loan and other investments that change the purpose of the raised funds in a disguised manner. 4. Whether the company has not used idle raised funds to temporarily supplement working capital within 12 months after venture capital investment, has not changed the direction of raised funds, is not applicable to permanently supplement working capital, and has not permanently used the over raised funds to supplement working capital or repay bank loans. 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 persons and their information have changed, whether the company will update them 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. 3. Whether the company has defined the authority of the general meeting of shareholders and the board of directors to approve related party transactions, formulated corresponding deliberation procedures and implemented them. 4. Whether the company’s directors, supervisors, senior managers, controlling shareholders, actual controllers and their affiliates do not directly, indirectly or in disguised form occupy the funds of the municipal 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 responsibility investigation system for violating the approval authority and deliberation procedures. 2. Whether the company’s external guarantee strictly implements the approval authority and review procedures, and
Shandong Humon Smelting Co.Ltd(002237) internal control rules implementation self inspection form
Timely fulfill the obligation of information disclosure.
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. 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 inapplicable over raised funds are permanently used to supplement working capital or repay bank loans. 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. 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 the Shenzhen Stock Exchange and the board of directors of the company for filing.
3. In addition to attending the meeting of the board of directors, whether the independent directors use the names of many independent directors for ten days every year is Huang Jianbai 16
The construction and implementation of the system and the implementation of the resolutions of the board of directors
On site inspection. Wang Yongmei 15
Shandong Humon Smelting Co.Ltd(002237)
Office of the board of directors
February 21, 2023
