Chalkis Health Industry Co.Ltd(000972)
Self evaluation report on internal control in 2021
Chalkis Health Industry Co.Ltd(000972) (hereinafter referred to as “the company”) has always attached importance to the construction of internal control system since its listing. In accordance with the company law, securities law and other relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, and in combination with the company’s own characteristics, a more comprehensive and systematic internal control system in line with the company’s operation characteristics has been established to ensure the effective implementation of various production and business activities of the company. In accordance with the provisions of the basic norms of enterprise internal control and its supporting guidelines and other internal control regulatory requirements (hereinafter referred to as the “enterprise internal control normative system”), combined with the company’s internal control system and evaluation methods, and on the basis of daily and special supervision of internal control, we evaluated the effectiveness of the company’s internal control as of December 31, 2021 (the benchmark date of internal control evaluation report).
Important statement
It is the responsibility of the board of directors to establish, improve and effectively implement internal control, evaluate its effectiveness, and truthfully disclose the internal control 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 liabilities for the authenticity, accuracy and completeness of the contents of the report.
The objective of the company’s internal control is to reasonably ensure the legal compliance of operation, asset safety, authenticity and integrity of financial reports and relevant information, 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. Internal control evaluation conclusion
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 company’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 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.
This evaluation report evaluates the effectiveness of the design and operation of the company’s internal control as of December 31, 2021 on the basis of daily and special supervision of internal control in accordance with the basic norms of enterprise internal control, guidelines for the application of enterprise internal control, guidelines for the evaluation of enterprise internal control and other laws, regulations and normative documents, as well as the company’s internal control management manual.
2、 Scope of internal control evaluation
Shareholding ratio of holding subsidiaries
No. name of holding subsidiary shareholding ratio
1 Xinjiang Xinjian International Tendering Co., Ltd. 50%
2 Xinjiang Zhongji International Trade Co., Ltd. 70.60%
3 Xinjiang Zhongji natural plant purification High Tech Research Institute Co., Ltd. 100%
4 Xinjiang Zhongji Red Tomato Industry Co., Ltd. 100%
5. Zhongji Huize Investment Holding Co., Ltd. 100%
6. Zhongji Jiangsu Nonghua Intelligent Agriculture Technology Co.Ltd(000816) Development Co., Ltd. 100%
7 Shihezi Zhongji Beiquan tomato products Co., Ltd. 100%
8 Xinjiang Zhongji Pharmaceutical Co., Ltd. 100%
9 Xinjiang Zhongji Pharmaceutical Technology Co., Ltd. 100%
10 Shanghai Zhongji Pharmaceutical Co., Ltd. 100%
11 Shanghai Zhongji Pharmaceutical Technology Co., Ltd. 100%
12 Zhongji traditional Chinese medicine technology (Xinjiang) Co., Ltd. 100%
13. Zhongji emergency medical (Xinjiang) Co., Ltd. 100%
14 Urumqi Zhongji High Tech Research Co., Ltd. of traditional Chinese medicine 100%
15 Xinjiang Zhongji qianze traditional Chinese Medicine Technology Co., Ltd. 100%
Urumqi China Medical Co., Ltd. 16%
17 Xinjiang Zhongji zhongkong Technology Co., Ltd. 51%
The total assets of the company’s headquarters and the above-mentioned holding subsidiaries included in the evaluation scope account for 100% of the total assets of the company’s consolidated financial statements in 2021, and the total operating revenue accounts for 100% of the total operating revenue of the company’s consolidated financial statements in 2021.
According to the basic norms of enterprise internal control and its supporting guidelines, combined with the company’s own business characteristics and industry characteristics, the main businesses and matters included in the evaluation scope include: internal environment, risk assessment, control activities, information and communication, internal supervision, financing business, foreign investment management, enterprise M & a management, interest rate and exchange rate risk management, monetary fund management, acceptance bill management, accounts receivable management Raw material procurement and supply business, material procurement and supply business, inventory management, fixed asset management, intangible asset management, research and development management, engineering project management, engineering bidding management, guarantee business, financial reporting business, comprehensive budget management, contract management, continuous (recurrent) related party transaction business, non continuous (non recurrent) related party transaction business, tax management, information resource management, human resource management Information system management, application system it general control, information disclosure, internal audit management, etc.
The high-risk areas of focus mainly include: related party transactions, external guarantees, major investments, information disclosure and other high-risk areas. Key control activities are as follows:
(I) overall situation of internal control evaluation
The board of directors of the company is the decision-making body and ultimate responsible body for internal control evaluation. The general manager is responsible for implementing the resolutions and requirements of the board of directors on internal control evaluation and is responsible to the board of directors. The general manager can delegate some rights to the leaders in charge of internal control management. The Audit Department of the company is the competent department for internal control evaluation and is responsible for the overall design, organization, implementation and coordination of internal control evaluation, Each functional department is the internal control evaluation assistance department, which cooperates to complete the internal control evaluation. The internal control evaluation of the company shall be led by the audit department and implemented by the internal control evaluation team in conjunction with relevant functional departments.
(II) internal control of holding subsidiaries
In strict accordance with relevant laws and regulations and relevant provisions of listed companies, the company has formulated the subsidiary management system to strengthen the management of holding subsidiaries, select and appoint directors, supervisors and key managers to holding subsidiaries according to procedures, specify their responsibilities and authorities, and implement unified management and assessment. The company plans the development strategy of the holding subsidiary as a whole, forms institutionalized management in the aspects of business decision-making, external guarantee and related party transaction, effectively forms the supervision of major business matters and risks of the holding subsidiary, strengthens the performance evaluation of the subsidiary, and ensures that the business direction of the subsidiary conforms to the overall strategy of the company and the realization of operation and management objectives. According to the requirements of the regulatory authorities, the management control of the company’s holding subsidiaries is strict, sufficient and effective, and there is no violation of the basic norms of enterprise internal control and the guidelines on internal control of listed companies.
(III) internal control of related party transactions of the company
The company’s related party transactions always take safeguarding the interests of the company and shareholders as the starting point, establish and improve the related party transaction management system, and make detailed provisions on the principles of related party transactions, related parties and related relationships, decision-making procedures and disclosure procedures of related party transactions. The related party transactions of the company every year shall be carried out in strict accordance with the provisions of the related party transaction management system, so as to ensure the legitimacy, fairness and rationality of the related party transactions between the company and all related parties. The related party transactions of the company adopt the principles of fairness, impartiality and openness. The related directors of the company avoid voting. The independent directors express independent opinions on the related party transactions. The content of the related party transactions is disclosed in the designated media and approved by the general meeting of shareholders. According to the relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, the company’s internal control over connected transactions is strict, sufficient and effective, and there is no violation of relevant regulations, basic norms of enterprise internal control and guidelines on internal control of listed companies.
(IV) internal control of the company’s human resources
Focusing on the development strategy and planning objectives, the company systematically formulates human resources planning, comprehensively improves the company’s human resources management level from the perspective of talent growth and employee learning and development, and promotes the improvement of business performance and long-term continuous improvement. The company has formulated relatively complete management systems for employee recruitment, contract management, salary, performance appraisal and training, such as employee recruitment and change management system, salary management system, attendance management system, training system, labor contract management measures and human resource management system, so as to ensure that the company’s human resources meet the current business needs The flow of core professionals should be controlled within a reasonable range. The company’s senior management pays attention to creating a good management and communication atmosphere, paying attention to the embodiment of employees’ personal value, caring for employees and providing employees with various demand support. Combined with the company’s strategic development needs, take a variety of measures to ensure the retention of excellent employees and stabilize the talent team.
(V) internal control of the company’s external guarantee
In accordance with the provisions of the company law, the guarantee law and the notice on regulating the external guarantee behavior of listed companies issued by the CSRC, the company revised the external guarantee management system, further standardized the control requirements for the approval authority, approval procedures, guarantee form and implementation of external guarantee matters, and established corresponding management procedures for application, acceptance, approval, signing of guarantee contracts and daily monitoring, The system prevents the risks existing in the guarantee business, ensures the financial safety of the company, and avoids and reduces the business risks. The internal control of the company’s external guarantee follows the principles of legality, prudence, mutual benefit and safety. The company does not have any illegal external guarantee or provide guarantee for the controlling shareholders and other related parties. The guarantee matters are uniformly controlled by the company’s headquarters to restrict the holding subsidiaries from providing guarantee. According to the relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, the internal control of the company’s external guarantee is strict, sufficient and effective, and there is no violation of relevant regulations, the basic norms of enterprise internal control and the guidelines on internal control of listed companies.
(VI) internal control over the use of the company’s raised funds
The company has established the management system for the use of raised funds, which clearly stipulates the storage, use, change, management and supervision of raised funds, and strictly performs the application and approval procedures when using raised funds.
During the reporting period, the company did not raise funds.
(VII) internal control of the company’s major investment
The internal control of the company’s major investment follows the principles of legality, prudence, safety and effectiveness, controls investment risks and pays attention to investment benefits. In order to promote the standardized operation and healthy development of the company, avoid operational risks, and clarify the approval authority and approval procedures for the company’s major investment and financial decisions, the company has defined the approval authority of the general meeting of shareholders and the board of directors for major investment in the articles of association. According to the relevant regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, the internal control of the company’s major investment is strict, sufficient and effective, and there is no violation of relevant regulations, basic norms of enterprise internal control and guidelines on internal control of listed companies.
(VIII) internal control of the company’s information disclosure
The company has established and improved a series of rules and regulations such as information disclosure system, insider registration system, accountability system for major errors in annual report information disclosure, management system for external information users, and combined with the relevant provisions of company law, securities law, administrative measures for information disclosure of listed companies, stock listing rules of Shenzhen Stock Exchange and articles of association, It has made clear provisions on the principles, contents, subjects and responsibilities of information disclosure and information disclosure procedures, strengthened the management of information disclosure affairs in terms of system and specific operation, and protected the legitimate rights and interests of the company and investors. The Secretary of the board of directors is responsible for coordinating and organizing the specific matters of the company’s information disclosure, and is the main contact person for the company to release information. The company comprehensively and effectively controls the public information disclosure and internal communication procedures of major information through relevant systems. During the reporting period, the company disclosed 95 pieces of information in total. The information disclosure was true, accurate, complete, fair and timely. There was no violation of relevant regulations, basic norms of enterprise internal control and guidelines on internal control of listed companies.
(IX) internal control over financial reporting of the company
In accordance with the accounting standards for business enterprises, the basic norms of internal control and supporting guidelines, and in combination with its own actual situation, the company has formulated the financial management system, the Interim Measures for the accounting appointment system, the management measures for the assessment standards, rewards and punishments of financial and accounting work, and the comprehensive budget management
