Hangzhou Weiguang Electronic Co.Ltd(002801)
Self evaluation report on internal control in 2021
Hangzhou Weiguang Electronic Co.Ltd(002801) all shareholders:
In accordance with the provisions of the basic norms of enterprise internal control and its supporting guidelines jointly issued by the Ministry of finance, the CSRC and other ministries and commissions and other internal control regulatory requirements (hereinafter referred to as the "enterprise internal control normative system"), combined with the internal control system and evaluation methods of Hangzhou Weiguang Electronic Co.Ltd(002801) (hereinafter referred to as the "company"), on the basis of daily and special supervision of internal control, Evaluated the effectiveness of the company's internal control as of December 31, 2021 (benchmark date of internal control evaluation report).
1、 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 self-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, integrity and timeliness 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 disclosure, 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.
2、 Internal control evaluation conclusion
According to the identification standard of the company's internal control defects in financial reporting, there are no major defects and important defects in the internal control of 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.
According to the identification standard of the company's internal control defects in non-financial reports, the company found no major defects and important defects in the internal control of non-financial reports on the benchmark date of the 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.
3、 Internal control evaluation
(I) evaluation scope of internal control
According to the risk oriented principle, the company determines the units, main businesses and matters included in the evaluation scope and high-risk areas. The main units included in the evaluation scope include the parent company and the subsidiaries included in the consolidation scope.
The total assets of the unit included in the evaluation scope account for 100% of the total assets in the company's consolidated financial statements, and the total operating revenue accounts for 100% of the total operating revenue in the company's consolidated financial statements.
The businesses and matters included in the evaluation scope include: corporate governance structure, organizational structure, human resources policy, procurement business, sales business, guarantee business, foreign investment, corporate culture, capital activities, information disclosure, internal control environment of the company and its holding subsidiaries, risk assessment and prevention, internal control activities, etc.
The high-risk areas that the company focuses on mainly include financial management, financial report, external guarantee, external investment, information disclosure and accounting and audit system control in internal control activities. The high-risk factors mainly include the decline of gross profit margin, exchange rate fluctuation, market competition, instability of export and land administration, financial investment risk, covid-19 pneumonia epidemic and other risks.
The above units, businesses and matters included in the evaluation scope and high-risk areas are the requirements of the company in strict accordance with the basic norms and evaluation guidelines, comprehensively considering the specific conditions of the parent company and its subsidiaries, covering the main aspects of the company's operation and management and risk response measures, without major omissions.
(II) internal control environment
In strict accordance with the company law of the people's Republic of China (hereinafter referred to as the "company law"), the securities law of the people's Republic of China (hereinafter referred to as the "Securities Law") and the Hangzhou Weiguang Electronic Co.Ltd(002801) articles of Association (hereinafter referred to as the "articles of association"), and in accordance with the company's business objectives and specific conditions, the company has established and improved its corporate governance structure, forming The decision-making and operation management system dominated by the board of supervisors and the company's managers shall perform various duties specified in the company law and the articles of association according to law.
The general meeting of shareholders, the board of directors, the board of supervisors and the management exercise decision-making power, executive power, supervision power and management power respectively according to their responsibilities, standardize and clarify the division of responsibilities, and form a scientific and effective check and balance mechanism. In order to effectively plan, coordinate and control business activities, the company has reasonably determined the organizational structure mode of the company. All functional departments have clear division of labor, clear rights and responsibilities, mutual cooperation, mutual restraint and mutual supervision, so as to form an effective team cooperation, standardized development mechanism and integrated control system to ensure the effective operation of the company's internal control.
(III) internal control activities
Combined with the development of national conditions, the characteristics of the industry and the needs of its own operation and management, and comprehensively considering the internal and external environment, risk factors, control activities and other factors, the company has formed a set of internal control system in line with the corporate culture, including production management, sales management, procurement management, financial management, fund management, asset management, R & D management, quality management, human resource management, information disclosure, information and communication, subsidiary management External investment and social responsibility make the company's internal control effective. 1. Production management
According to its own characteristics, the company has formulated the production provision control procedure to clarify the specific contents and responsibilities of production process control. In terms of product quality supervision, the company has formulated the control procedure for product monitoring and measurement, which checks at all levels from raw materials, semi-finished products to finished products, and strictly carries out quality inspection. Each business unit is equipped with professional personnel to engage in production management, check level by level from the aspects of plan implementation, quality control, cost supervision, safety production, occupational health and so on, implement responsibilities, ensure the orderly production of the company, and form an effective production management and control system. During the reporting period, all production divisions basically achieved the production objectives of 2021, and the production management was safe and effective.
2. Sales management
The company controls the whole process of sales business, and has formulated the internal control system of sales and collection to standardize all links of sales business. Through ERP system control, the company can check and control customer information, order demand, price control, contract review, sales delivery, account recovery and so on. The company has China business department, international business department and market development department to explore the market more professionally and pertinently, expand sales and improve market competitiveness. At the same time, the internal control management of sales business has been further strengthened through monthly and annual performance appraisal. During the reporting period, in view of the sharp rise in the price of raw materials, the company took timely measures, adjusted the selling price, controlled the gross profit margin, strictly implemented the delivery management system, and formed effective sales control.
3. Procurement management
The procurement control procedure and internal control system of procurement and payment formulated by the company regulate and control the scope of procurement business, procurement responsibilities, work flow and payment. Purchase according to the production plan, obtain real-time information from the information system and purchase accurately. The bidding team shall actively carry out supplier bidding and tendering business to ensure that the procurement business is open, transparent and controllable; The price evaluation team shall timely evaluate the price, standardize the approval process, and strictly implement the price control system. During the reporting period, the purchasing department responded to the sharp rise in the price of raw materials in a timely manner. A single batch of bulk materials was purchased accurately to control the cost.
4. Financial management
The company strictly abides by the requirements of national laws and regulations, follows the national unified accounting standards, standardizes financial management and controls financial risks. The company has formulated the internal control system of cost and expense management, internal control system of budget management, internal control system of tax management and other relevant financial management systems, and established a standardized financial management system to make financial accounting more rigorous, control financial management activities effectively and ensure the authenticity and accuracy of financial information. The company is a national high-tech enterprise and pays enterprise income tax at the tax rate of 15%. During the reporting period, the company's financial management was effective and compliant.
5. Fund management
The company has formulated the internal control system of cash management, internal control norms for forward foreign exchange settlement and sales business, futures business management system, etc., covering the company's monetary fund management, commodity futures hedging management, forward foreign exchange settlement and sales management and other aspects of fund use approval and cost control. All departments and personnel applied for, used and managed funds in strict accordance with relevant systems, standardized the revenue and expenditure procedures and approval authority of funds, and ensured the rational, compliant and safe use of funds and effective internal control of fund management. During the reporting period, the company increased the hedging of aluminum futures, adjusted the capital amount of commodity futures and long-term foreign exchange settlement and sales business, strengthened supervision and management, and improved the efficiency of capital use. The use, approval and compliance of various funds of the company, and effective management.
6. Asset management
The company's asset management is mainly divided into two aspects: fixed asset management and inventory management. The company has formulated the internal control system of fixed assets and set up an equipment department to carry out special management of fixed assets. The company has established more scientific fixed assets management procedures and engineering project decision-making procedures. All kinds of funds can be paid only after the relevant assets have been implemented and the procedures are complete. For inventory management, the company has formulated the warehouse management system to control the key links of the company's inventory, such as acceptance and warehousing, receiving and issuing, storage and disposal, and take measures such as division of responsibilities, regular inventory taking, property records, account and actual verification, so as to effectively ensure the safety of the company's inventory. During the reporting period, the company's asset management was implemented in accordance with relevant systems, which was compliant and effective.
7. R & D management
The company is a national high-tech enterprise and one of China's top 100 electronic components enterprises, with provincial R & D centers and national recognized laboratories. The company adheres to the innovation driven development strategy, defines the direction of product R & D, and actively carries out external cooperation to enhance the company's core competitiveness and keep moving forward for the vision of "becoming a global leader in intelligent driving". The company has overall control over the initiation, approval, management, acceptance and other processes of R & D projects, and standardizes the company's R & D management system. During the reporting period, the company actively developed new products, innovated the R & D project bidding system, strictly implemented the R & D project assessment and review system, completed the project approval on time, and the R & D management was effective and compliant.
8. Quality management
The company has passed ISO9001, ISO14001, iso45001 management system and measurement management system certification, and introduced iatf16949 management system and excellent performance management mode. Relevant products have passed CCC, CE, VDE, UL, ROHS, reach, ATEX certification or testing. Strictly implement the quality management system and strictly monitor the product quality by means of incoming inspection, production process control, finished product random inspection and regular inspection by the inspection center to ensure that the products meet the requirements of relevant standards. The company has passed the quality management system certification of weapons and equipment. During the reporting period, the company's products passed various certification audits, and the product quality met the requirements.
9. Human resource management
The company actively implements the strategy of strengthening the enterprise with talents, builds a learning organization and continuously improves its ability and quality. We have formulated and improved the internal control system of human resources, including human resources development planning, recruitment management system, performance appraisal management measures, etc., and made detailed specifications for talent planning, recruitment, employment, training, salary management, etc. The human resources department is dedicated to recruiting, introducing and serving talents, so as to gradually improve the advantages of human resources. On the one hand, it makes the company's human resource planning responsibilities clearer; on the other hand, it enhances the control and assessment of human resources. During the reporting period, the company actively introduced talents, expanded the scale of talents, improved the talent echelon, strengthened assessment and training, and improved the allocation efficiency and competitive advantage of human resources.
10. Information disclosure
In terms of information disclosure, the company has formed a series of systems, including the company's information disclosure system and the management system for the registration of insiders of the company, which clarify the principles, contents and standards of information disclosure, ensure the compliance and legitimacy of information disclosure, and perform the obligation of information disclosure fairly, fairly, timely, accurately and completely, so that investors can know the company's information in time, Protect the legitimate rights and interests of shareholders. The internal control of the company's information disclosure is compliant and effective, and there is no violation of relevant regulations. During the reporting period, the company obtained the grade a assessment of information disclosure of listed companies of Shenzhen Stock Exchange in 2020, and the company has obtained the grade a assessment for two consecutive years.
11. Information and communication
In order to improve work efficiency and improve the information construction of the company, the company implements the internal network communication system, uniformly uses the ERP system, and implements dynamic control over important links such as production, procurement and sales, which improves the management level, improves the resource utilization rate, and provides a more scientific basis for business decision-making. At the same time, in order to prevent the disclosure of core technical data and important trade secret documents of production and operation, the company signed a confidentiality commitment with its employees when they joined the company, and continuously strengthened the training of relevant departments and personnel on a daily basis to enhance their confidentiality awareness and sense of responsibility. During the reporting period, the company gradually used modern information platforms such as OA to realize rapid, effective, fast and smooth information transmission, and strengthened the communication and information security of various departments.
12. Subsidiary management
According to the company's overall planning and development needs, strengthen the management of subsidiaries to ensure the standardized and orderly operation of subsidiaries. Combined with the operating characteristics of the subsidiary, a matching management system and performance appraisal system are formulated. At the same time, it strictly controls its daily business activities, covering personnel, finance, production, procurement, sales, R & D and other aspects. The company's internal audit also carries out audit supervision on subsidiaries from time to time to urge the effective operation of its internal control system. During the reporting period, the internal control of subsidiaries was effective and compliant; At the 18th meeting of the 4th board of directors, it was agreed to transfer 100% of the equity of the subsidiary Hangzhou Zhejiang Tiantai Xianghe Industrial Co.Ltd(603500) Co., Ltd., and the transfer payment and performance compensation have been received. The industrial and commercial change has been completed. It will not be included in the scope of consolidated financial statements since October 19, 2021.
13. Foreign investment management
The company has established a more scientific decision-making procedure for foreign investment and implemented a responsibility system for major investment decisions. The foreign investment management system and venture capital management system clearly regulate the behavior of foreign investment, formulate foreign investment procedures and processes, and clarify the rights and responsibilities and responsibilities, so as to strengthen the risk control of foreign investment. The company's approval, evaluation and decision of investment projects
