Zhongshan Securities Co., Ltd
About Shenzhen Crastal Technology Co.Ltd(300824)
Verification opinions on carrying out foreign exchange derivatives trading business
Zhongshan Securities Co., Ltd. (hereinafter referred to as "sponsor" and "Zhongshan securities") as the sponsor of Shenzhen Crastal Technology Co.Ltd(300824) (hereinafter referred to as " Shenzhen Crastal Technology Co.Ltd(300824) " and "the company") for initial public offering of shares and listing on the gem, in accordance with the measures for the administration of securities issuance and listing sponsor business and the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem Relevant provisions such as the Listing Rules of Shenzhen Stock Exchange on the growth enterprise market have carefully verified the matters of Shenzhen Crastal Technology Co.Ltd(300824) carrying out foreign exchange derivatives trading business. The details of the verification are as follows:
1、 Reasons and purposes for carrying out foreign exchange derivatives trading business
In order to effectively avoid the risks in the foreign exchange market and reduce the impact of large exchange rate fluctuations on the company's performance, in order to maintain the profitability of the company's export business relatively stable, the company and its holding subsidiaries plan to carry out foreign exchange derivatives trading business.
2、 Types of foreign exchange derivatives trading business
The types of foreign exchange derivatives transactions carried out by the company and its holding subsidiaries are foreign exchange derivatives or combinations closely related to the basic business, mainly including forward settlement and sales of foreign exchange, foreign exchange swaps, currency swaps, foreign exchange options and other foreign exchange derivatives.
3、 Amount, term and authorization of foreign exchange derivatives trading business
The company and its holding subsidiaries intend to use idle self owned funds to carry out foreign exchange derivatives trading business with a total amount of no more than US $15 million (or equivalent in other currencies). From the date of deliberation and approval of the current board of directors to the date of convening the board of directors of the next year. Within the above limit, the funds can be recycled. If the duration of a single transaction exceeds the authorization period, the authorization period will be automatically extended to the termination of the transaction. The aforesaid investment does not directly or indirectly use the raised funds to engage in this business. The transaction of foreign exchange derivatives is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders of the company for deliberation. 4、 Risk analysis and risk control measures of foreign exchange derivatives trading business
(I) risk analysis of foreign exchange derivatives trading business
Foreign exchange derivatives trading can reduce the impact of exchange rate fluctuations on the company in case of large exchange rate fluctuations, but there may also be some risks:
1. Market risk: due to large changes in the foreign exchange market, there may be a market risk of loss due to changes in the price of foreign exchange derivatives caused by market price fluctuations such as the underlying interest rate and exchange rate.
2. Internal control risk: foreign exchange derivatives trading is highly professional and complex, which may cause risks due to imperfect internal control system.
3. Customer default risk: the customer's accounts receivable are overdue, and the payment cannot be recovered within the predicted recovery period, which will lead to delayed delivery and losses to the company.
4. Collection forecast risk: the business department forecasts the collection according to the customer's orders and expected orders. In the actual implementation process, the customer may adjust their own orders and forecasts, resulting in inaccurate collection forecast of the company, resulting in the risk of delayed delivery of foreign exchange derivatives.
(II) risk control measures taken by the company
1. The foreign exchange derivatives transactions carried out by the company are for the purpose of stabilizing the large fluctuation risk caused by exchange rate fluctuations on the profitability of export business, and any risk speculation is prohibited.
2. The company has formulated the management system of foreign exchange derivatives trading business, which clearly stipulates the operation principles, approval authority, internal operation process, information isolation measures, internal risk control procedures and information disclosure of foreign exchange derivatives trading, and strictly controls the trading risk.
3. The trading quota of foreign exchange derivatives to be carried out by the company will be kept within a relatively safe range with the proportion of foreign exchange income predicted by the company, so as to avoid the risk of customer default or inaccurate payment collection.
4. The company conducts foreign exchange derivatives trading business with large commercial banks with legal qualifications, closely tracks laws and regulations in relevant fields, and avoids possible legal risks.
5. The Finance Department of the company will continue to track the changes in the open market price or fair value of foreign exchange derivatives, timely evaluate the changes in the risk exposure of foreign exchange derivatives transactions, and regularly report to the management of the company. In case of abnormalities, it will report them in time, prompt the risk and implement emergency measures.
6. The internal audit department of the company shall supervise and inspect the compliance of decision-making, management and execution of foreign exchange derivatives transactions.
5、 Accounting policies and accounting principles for foreign exchange derivatives transactions
According to the relevant provisions and guidelines of accounting standards for Business Enterprises No. 22 - recognition and measurement of financial instruments, accounting standards for Business Enterprises No. 24 - hedge accounting and accounting standards for Business Enterprises No. 37 - presentation of financial instruments, the company conducts corresponding accounting and accounting treatment for the proposed foreign exchange derivatives trading business, which is reflected in the relevant items of the balance sheet and income statement.
6、 Relevant review procedures for implementation
The company's foreign exchange derivatives trading business has been deliberated and approved at the 20th meeting of the third board of directors and the 18th meeting of the third board of supervisors, and all independent directors of the company have expressed independent opinions on this matter. The transaction of foreign exchange derivatives is within the approval authority of the board of directors of the company and does not need to be submitted to the general meeting of shareholders of the company for deliberation.
7、 Verification opinions of the recommendation institution
After verification, the sponsor believes that: Shenzhen Crastal Technology Co.Ltd(300824) this transaction of foreign exchange derivatives is helpful to improve the company's ability to deal with the risk of foreign exchange fluctuations. This event has been deliberated and approved by the board of directors and the board of supervisors of the company. The independent directors have expressed independent opinions on this event and fulfilled the necessary internal approval procedures, which is in line with the Listing Rules of GEM stocks of Shenzhen Stock Exchange The provisions and requirements of relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM. The recommendation institution has no objection to the company's foreign exchange derivatives trading business.
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(there is no text on this page, which is the signature page of the verification opinions of Zhongshan Securities Co., Ltd. on Shenzhen Crastal Technology Co.Ltd(300824) carrying out foreign exchange derivatives trading business)
Sponsor representative:
Chen Xiande Wan Yunfeng
Zhongshan Securities Co., Ltd. March 23, 2022
