Shenzhen Success Electronics Co.Ltd(002289)
Self evaluation report on internal control in 2021
Shenzhen Success Electronics Co.Ltd(002289) all shareholders:
In accordance with the requirements of relevant laws and regulations such as the company law, the securities law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, as well as the provisions of the basic norms of enterprise internal control and its supporting guidelines and other internal control and supervision requirements (hereinafter referred to as the enterprise internal control standard system), Combined with the internal control system and evaluation methods of Shenzhen Success Electronics Co.Ltd(002289) (hereinafter referred to as “the company”), on the basis of daily and special supervision of internal control, we evaluated the effectiveness of the company’s internal control on December 31, 2021 (the benchmark date of internal control evaluation report).
1、 Important statement
In accordance with the requirements of relevant laws and regulations and the provisions of the enterprise’s internal control standard system, 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 evaluation report. 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 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 and management, 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.
2、 Internal control evaluation conclusion
According to the identification of major defects in the company’s internal control over financial reporting, the company has 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.
From the benchmark date of the internal control evaluation report to the date of issuance of the internal control evaluation report, the company has no factors affecting the evaluation conclusion of the effectiveness of internal control.
3、 Internal control evaluation
(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.
The main units included in the evaluation scope include: Shenzhen Success Electronics Co.Ltd(002289) , Shenzhen Yuchuang Weiye Technology Co., Ltd., Shenzhen Yushun Industrial Intelligent Technology Co., Ltd., Shenzhen Yingbao Intelligent Technology Industry Investment Development Co., Ltd., Shenzhen Success Electronics Co.Ltd(002289) (Hong Kong) Trading Co., Ltd., Beijing Yushun Trina Management Consulting Co., Ltd. and Zhuhai Yushun Trina Investment Co., Ltd. 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.
The main businesses included in the evaluation scope include: R & D, production and sales of LCD module, touch display module and other products. The high-risk areas of focus mainly include: raw material price fluctuation and supply shortage risk, product quality fluctuation risk, market demand change risk, increased market competition risk, technology renewal risk, etc.
The main items included in the scope of evaluation include:
1. Internal environment
(1) Organizational structure
In strict accordance with the provisions and requirements of the company law and other laws and regulations and the articles of association, the company has established a sound and standardized corporate governance structure and rules of procedure, formed a decision-making and operation management system with the “three meetings and one layer” of the general meeting of shareholders, the board of directors, the board of supervisors and the management as the main structure, clarified the responsibilities and authorities in decision-making, management and supervision and implementation, and ensured the separation of decision-making, implementation and supervision. The “three meetings and one layer” perform their respective duties and operate in a standardized manner, form a scientific and effective division of responsibilities and check and balance mechanism, and perform various duties specified in the company law and the articles of association in accordance with the law.
The general meeting of shareholders is the highest authority of the company, which decides the company’s business policy and investment plan, considers the company’s annual financial settlement plan, profit distribution plan and other major matters, and ensures that all shareholders, especially small and medium-sized shareholders, enjoy equal status and can fully exercise their corresponding rights.
The board of directors is the company’s decision-making body, which is responsible to the general meeting of shareholders and exercises the company’s business decision-making power according to law. The board of directors of the company consists of four special committees: Strategy Committee, remuneration and assessment committee, audit committee and Nomination Committee, which exercise their special functions in accordance with the rules of procedure of their respective committees, and the members are independent directors. The Secretary of the board of directors is responsible for assisting the chairman in handling the daily affairs of the board of directors.
The board of supervisors is the internal supervision organization of the company, which is responsible for supervising the behavior of directors and senior managers in performing their duties of the company, inspecting the financial status of the company and exercising other rights conferred by the articles of association, and reporting to the general meeting of shareholders.
The management is the executive body of the company, responsible to the board of directors, responsible for implementing the resolutions of the general meeting of shareholders and the board of directors, and presiding over the daily operation and management of the company. The company has defined the responsibilities of senior managers and established an organization suitable for the business model; Implement the principle of “incompatible separation of duties”, scientifically divide the rights and responsibilities of various functional departments, and form a mechanism of mutual checks and balances. The general manager comprehensively presides over the daily production, operation and management of the company, supervises the work of each functional department and evaluates the work effectiveness of each department. Each functional department has a clear division of labor, performs its own duties, cooperates with and restricts each other, and performs its responsibilities within its own functional scope, forming a relatively complete organizational system.
(2) Human resources
Fully aware of the importance of human resources to the company’s development, the company has established and implemented human resources policies conducive to the company’s sustainable development, including employee recruitment and employment management, employee attendance management, salary management, performance appraisal management, employee welfare management, etc. according to the human resources status and future demand forecast, and in combination with the labor law and labor contract law Staff assessment, job promotion, career development planning, information confidentiality and employee relationship management operate in an orderly manner.
The company pays attention to the systematic training and talent reserve of employees, organizes all aspects of business knowledge training, improves the technical quality and professional ability level of all employees, and stabilizes the key talent team. The company has established a performance appraisal and salary system, adopted different supervision and appraisal mechanisms for employees at different levels and different business characteristics, and formed a more systematic and standardized performance appraisal system; At the same time, formulate salary adjustment strategies according to the salary market research information to maintain the external competitiveness and internal fairness of salary.
(3) Social responsibility
In accordance with the provisions of relevant national laws and regulations and in combination with the actual situation of the company, the company has formulated a relatively perfect management system and standard system in terms of safety production, product quality, environmental protection, employee occupational health and safety management, implemented the safety production responsibility system while strict quality control and inspection, and paid attention to environmental protection, energy conservation and consumption reduction while pursuing economic benefits.
(4) Corporate culture
The company takes “pragmatic innovation, sustainable operation, creating value for customers, employees, enterprises and society” as its business philosophy, advocates “emancipating the mind, renewing ideas, being brave to take responsibility, being responsible for the results, and contributors must have reasonable returns”, implements “management reform”, strengthens “crisis awareness” and “competition concept”, and takes “integrity, cooperation, intention and innovation” as the enterprise spirit. Through the construction of corporate culture, the company has established common values, code of conduct and market concept, strengthened team cohesion and core competitiveness, and improved the operation and management efficiency of the company.
(5) Internal audit
The company has set up an audit committee under the board of directors as a special organization responsible for internal and external audit communication, supervision and verification, and established an independent internal audit organization – internal audit department. The internal audit department is responsible for inspecting and supervising the soundness and effectiveness of the company’s internal control, financial information and relevant business activities, so as to promote the company to improve the internal control system, improve operation and management and improve the efficiency of operation and management. The internal audit department is responsible to the audit committee of the board of directors. Under the guidance of the audit committee, it exercises its audit authority independently, carries out internal audit work without the interference of other departments and individuals, checks and evaluates the integrity, legal compliance, rationality, effectiveness and risk management of the internal control of the joint stock company and its subsidiaries, puts forward audit rectification suggestions for the problems found in the audit process and urges the rectification, Ensure the continuous improvement and effective implementation of the internal control system, and ensure the standardized operation of the company.
2. Risk identification and assessment
According to its own development strategic planning and operation, combined with the characteristics of the industry, the company has formulated and improved risk management policies and measures, implemented the inspection and supervision of the implementation of the internal control system, ensured that the business transaction risks are known, preventable and controllable, guaranteed the operation safety of the company and controlled the risks within an acceptable range. The company has established an effective risk assessment mechanism and a sound risk assessment process to dynamically identify and respond to major and generally influential factors that the company may face, including business risks, environmental risks and financial risks, from the company level and business activity level, so as to minimize the company’s risk exposure.
During risk assessment, the company pays attention to the influence of internal and external factors of the company, analyzes and sorts the identified risks from both qualitative and quantitative dimensions, and determines the focus and priority control risks; For emergencies or exceptional events (such as sudden major safety accidents, etc.), establish a major event management system to ensure that risks can be reported and handled in time.
3. Control activities
Combined with the risk assessment results, the company has established and improved the company’s internal control system, covering all production and operation links of the company. Through the combination of manual control and automatic control, preventive control and discovery control, the company uses corresponding control measures to control the risk within the tolerability. Specific control activities are as follows:
(1) Financial activities
The company has established monetary fund management and use approval systems. Based on the principle of “separation of incompatible posts”, the company has set up a reasonable organization and posts, and defined the responsibilities, authorities and post separation requirements of all links of monetary funds; Follow the relevant regulations on the management of cash, bank accounts, bills and seals to effectively protect the safety of the company’s monetary funds.
The company has formulated the measures for the management of raised funds, made clear provisions on the storage, use and approval procedures of the special account for raised funds, adjustment and change of use, management supervision, etc., and signed a tripartite (or quadripartite) supervision agreement with the bank and the sponsor to ensure the special use of raised funds. During the reporting period, the company strictly followed relevant laws, regulations, normative documents and various systems of the company.
(2) Sales and collection business
The company has established and improved the control mechanism and system of sales and collection management, covering the key links in the marketing link, such as sales plan, customer development management, customer credit management, product quotation, contract and order review and signing, delivery control, reconciliation and collection, return and exchange, and effectively controlling the implementation risk of sales and collection. The company implemented performance incentives for sales personnel, which not only assessed the sales target, but also linked to the collection and inventory status, effectively reducing the occurrence of bad debts.
At the same time, the responsibilities and authorities of the marketing department and the financial center are clarified to ensure that all links such as sales, delivery and collection are effectively supervised, restricted and controlled.
(3) Purchase and payment business
Management measures, including supplier management, cost management, contract management, price evaluation management, acceptance management, reconciliation management, settlement management, etc., clarify the functions and powers of each department and post, ensure the separation of incompatible posts, and make the procurement, acceptance, payment and other processes more smooth, effective and reasonable.
The company pays attention to the management of procurement process, monitors the fluctuation of procurement price through authorized approval and price review of raw material pricing and price adjustment, and effectively controls the procurement cost. The company strictly standardizes the signing process of procurement contracts to avoid legal and commercial risks; Focus on the tracking and processing of stock orders. The company adopts two methods of monthly settlement and prepayment for the payment of suppliers. The payment can be handled only after being approved according to the provisions of the authorization system; We have established strict approval and tracking control of advance payment, regularly monitored the overdue advance payment and the arrival of goods, and implemented the safety responsibility of advance payment funds to the person through performance appraisal.
The company attaches importance to supplier management and has established a perfect supplier development certification, evaluation and freezing process to ensure the stability and efficiency of the supply chain; Standardize the process of supplier preliminary selection, review and trial; Conduct regular comprehensive evaluation on suppliers every year, reward and punish suppliers according to the evaluation results, coach suppliers to rectify problems, and track the implementation of rectification.
(4) Production and storage management
The company has formulated various systems such as workshop management, production equipment management, safety management and quality management, and clearly defined the responsibilities and authorities of different production posts; In order to ensure the orderly implementation of the production plan, the standard process flow of the production workshop is formulated. The financial management system standardizes all business links of “purchase, sales and inventory” of inventory, including the principle of inventory pricing, purchase warehousing, incoming material inspection, daily storage, receiving and returning materials, sales outbound, return and exchange, inventory at the end of the month, etc. it is required that the inventory warehousing procedures and documents are complete and submitted to the finance department for entry in time, so as to achieve daily settlement and monthly settlement, and the account is consistent with the actual situation. The warehouse keeper shall conduct a comprehensive inventory at the end of each month, the financial department shall recheck the inventory, and the internal audit department shall draw the inventory. In case of inventory loss and inventory gain during inventory counting, the person in charge of the warehouse shall find out the reasons in time, form a written description and submit it to the leaders of relevant departments for approval.
(5) Management of fixed assets and intangible assets
In order to strengthen asset management and improve the use efficiency of fixed assets, the company has strictly controlled and managed all assets. In the daily management of assets, make full use of the advantages of ERP management, so that managers can obtain real-time information of various assets at any time, refine asset management, and timely and accurately transmit various asset information to relevant departments.
The company has defined the responsibilities, authorities and post Division requirements of all links of fixed assets management, and standardized the operation processes of purchase requisition, acceptance, registration, accounting, allocation, maintenance and inventory of fixed assets, so as to ensure the safety and integrity of fixed assets. At the same time, the company has formulated the cost accounting, amortization and other methods of intangible assets that meet the unified national requirements to ensure the authenticity and reliability of the financial information of intangible assets.
