Sinolink Securities Co.Ltd(600109)
About Zhejiang Meorient Commerce & Exhibition Inc(300795)
Verification opinions on self-evaluation report of internal control in 2021
Sinolink Securities Co.Ltd(600109) (hereinafter referred to as " Sinolink Securities Co.Ltd(600109) " or "recommendation institution") as the recommendation institution and continuous supervision institution of Zhejiang Meorient Commerce & Exhibition Inc(300795) (hereinafter referred to as "Mio Exhibition" or "company") for initial public offering of shares and listing on GEM, in accordance with the administrative measures for securities issuance and listing recommendation business of China Securities Regulatory Commission In accordance with the requirements of laws, regulations and normative documents such as self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM and self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 13 - recommendation business, the self-evaluation report on internal control in 2021 of Mio Convention and Exhibition was verified, and independent opinions were issued as follows:
1、 Basic information of internal control of Mio Exhibition
(I) evaluation scope of internal control
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 wholly-owned and holding subsidiaries. The total assets of the units 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;
2. Combined with the actual situation of the company's existing business, the main items included in the evaluation scope include: organizational structure, human resources, capital activities, procurement business, sales business, asset management, budget management, information system and so on.
3. The high-risk areas of focus mainly include fund management, major investment, external guarantee, related party transactions, etc.
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, and there are no major omissions.
(II) basis of internal control evaluation and identification standard of internal control defects
The company organizes and carries out internal control evaluation in accordance with the enterprise internal control standard system and the requirements of relevant laws, regulations, rules and regulations such as the stock listing rules of Shenzhen Stock Exchange and the internal control guidelines of listed companies of Shenzhen Stock Exchange.
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.
The identification standards of internal control defects determined by the company are as follows:
1. Identification standard of internal control defects in financial reporting
(1) The quantitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Defect grade asset quantitative standard profit quantitative standard
Major defect misstatement ≥ 3% of total assets, misstatement ≥ 10% of total profits
Total amount of important defective assets 3% misstatement ≥ 0.5% of total assets 10% misstatement ≥ 5% of total profits
0.5% of total general defective assets 5% of total misstated profits misstatement
(2) The qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Qualitative standard of defect grade
(1) Fraud by directors, supervisors and senior managers;
(2) Make misstatement correction for major errors in the announced financial report (except for retroactive adjustment of previous years due to changes in policies or other objective factors);
Major defects
(3) There is a material misstatement in the current financial report, but the internal control fails to find the misstatement in the operation process;
(4) The supervision of the audit committee and the internal audit department on the internal control of financial reporting is invalid.
(1) Failure to select and apply accounting policies in accordance with GAAP;
(2) Failure to establish anti fraud procedures and control measures;
Important defect (3) no corresponding control mechanism has been established or implemented for the accounting treatment of unconventional or special transactions, and there is no corresponding compensatory control;
(4) There are one or more defects in the control of the financial reporting process at the end of the period and there is no reasonable guarantee of preparation
Prepared financial statements
General defects are other control defects except major defects and important defects.
2. Identification standard of internal control defects in non-financial reporting
(1) The quantitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Refer to the quantitative identification standard for the evaluation of internal control defects in financial reports.
(2) The qualitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
1) Defects with the following characteristics are recognized as major defects:
① The company's decision-making procedures lead to significant losses;
② Serious violation of laws and regulations;
③ Serious loss of senior managers and senior technicians of the company;
④ Negative news frequently appears in the media, involving a wide range and causing significant damage to the company's reputation;
⑤ The company's important business lacks institutional control or the institutional system fails. Although the important economic business has internal control system, it does not operate effectively;
⑥ Major or important defects in the company's internal control have not been rectified;
⑦ The company is punished by the CSRC or warned by the stock exchange.
2) Defects with the following characteristics are recognized as important defects:
① The company's decision-making procedures lead to major mistakes;
② Serious loss of business personnel in key positions of the company;
③ Negative news in the media, affecting local areas;
④ There are defects in the company's important business system or system;
⑤ Major defects in the company's internal control have not been rectified within a reasonable period of time.
3) General defects refer to other control defects other than the above major defects and important defects.
(III) identification and rectification of internal control defects
According to the above identification standards of internal control defects in financial reporting, the company did not have major defects and important defects in internal control of financial reporting during the reporting period.
2. Identification and rectification of internal control defects in non-financial reports
According to the above identification standards of internal control defects in non-financial reports, no major defects and important defects in the company's internal control over non-financial reports were found during the reporting period.
2、 Conclusion of the company's evaluation on internal control
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. 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.
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、 Verification of recommendation institutions
The sponsor checked the integrity, rationality and effectiveness of the internal control of Mio exhibition through the following measures:
(I) consult the information of the general meeting of shareholders, the board of directors and the board of supervisors, and consult the company's business systems, management systems, information disclosure documents, etc;
(II) communicate with the company's directors, supervisors, senior managers and other relevant personnel on the company's internal control;
(III) review the Zhejiang Meorient Commerce & Exhibition Inc(300795) 2021 annual internal control self evaluation report issued by the company.
4、 Verification opinions of the recommendation institution
After verification, the sponsor believes that Mio exhibition has established a relatively perfect corporate governance structure and relatively complete rules and regulations on corporate governance and internal control. The existing internal control system complies with relevant laws and regulations and the regulatory authorities' normative requirements for the management of the internal control system of listed companies, and has maintained effective internal control related to the company's business and management in all major aspects, The self-evaluation of internal control of Mio exhibition in 2021 basically reflects the construction and operation of its internal control system.
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(there is no text on this page, which is the signature page of Sinolink Securities Co.Ltd(600109) verification opinions on Zhejiang Meorient Commerce & Exhibition Inc(300795) 2021 annual internal control self-evaluation report) sponsor representative:
Jiang LAN Jinwei
Sinolink Securities Co.Ltd(600109) mm / DD / yyyy
