Caixin Securities Co., Ltd
About Si-Tech Information Technology Co.Ltd(300608)
Verification opinions on self-evaluation report of internal control in 2021
Caixin Securities Co., Ltd. (hereinafter referred to as "Caixin securities" and "recommendation institution") as the continuous supervision and recommendation institution of Si-Tech Information Technology Co.Ltd(300608) (hereinafter referred to as " Si-Tech Information Technology Co.Ltd(300608) " and "the company"), in accordance with the requirements of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business, the guidelines for the recommendation of listed companies of Shenzhen Stock Exchange and so on, The verification opinions on the self evaluation report on internal control of Si-Tech Information Technology Co.Ltd(300608) 2021 (hereinafter referred to as the "evaluation report") are as follows: I. evaluation conclusion of internal control
According to the identification of major defects in the company's internal control over financial reporting, on the benchmark date of the internal control evaluation report, the company has no major defects in the internal control over financial reporting. 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. 2、 Internal control evaluation
(I) evaluation scope of internal control
Based on the principle of risk orientation, the company determines the main units, businesses and matters included in the evaluation scope and high-risk areas. The units included in the scope of this evaluation are the company and its holding subsidiaries. The main businesses and matters included in the evaluation scope include: organizational structure, development strategy, comprehensive budget, fund management, human resources, corporate culture, R & D management, raised funds management, asset management, procurement and payment, sales and collection, related party transactions, external guarantee, information disclosure, financial report, internal information transmission, information system, subsidiary management, internal audit, etc. The key risk areas of this year mainly include: fund management risk, subsidiary management and information disclosure risk.
(II) basis of internal control evaluation and identification standard of internal control defects
The company organizes and carries out internal control evaluation according to the requirements of the enterprise internal control standard system and in combination with the relevant systems and evaluation methods of the company's internal control.
According to the identification requirements of the enterprise internal control standard system for major defects, important defects and general defects, and in combination with the factors such as the company's scale, industry characteristics, risk preference and risk tolerance, the board of directors of the company distinguished the internal control of financial reports from the internal control of non-financial reports, and studied and determined the specific identification standards of internal control defects applicable to the company. 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) Qualitative criteria
Defects with the following characteristics are recognized as major defects:
① Fraud by directors, supervisors and senior managers of the company, resulting in heavy losses and adverse effects;
② The company has major violations of laws and regulations and liability accidents in financial accounting, asset management, capital operation, information disclosure, product quality, environmental protection, etc., causing major losses and adverse effects to the company, or suffering major administrative regulatory penalties;
③ The enterprise audit committee and internal audit institution failed to play an effective supervision function, resulting in heavy losses to the company;
④ The financial statements of the enterprise have been or are likely to be given a negative opinion or unable to express an opinion by the certified public accountant.
If the above ① ② ③ results in insignificant but important results, they are identified as important defects.
The above ① ② ③ results are neither significant nor important, and are recognized as general defects.
(2) Quantitative standard
① Major defects: after considering compensatory control measures and actual deviation rate, defects ≥ 1% of operating revenue. ② Important defects: after considering compensatory control measures and actual deviation rate, operating revenue 1% defects ≥ 0.25% of operating revenue.
③ General defects: after considering compensatory control measures and actual deviation rate, defects 0.25% of operating revenue.
2. Identification standard of internal control defects in non-financial reporting
(1) Qualitative criteria
Defects with the following characteristics that have a significant impact are recognized as major defects:
① Violation of national laws, administrative regulations and normative documents;
② "Three important and one major" issues have not gone through the collective decision-making process;
③ Loss of managers and technicians in key positions;
④ The important business involving the production and operation of the company lacks system control or the system fails;
⑤ Failure of internal control over information disclosure, resulting in the company being publicly condemned by the regulatory authorities;
⑥ The results of internal control evaluation, especially major defects or important defects, have not been rectified.
The above defects, which are not significant but important, are identified as important defects.
The above defects are neither significant nor important, and are recognized as general defects.
(2) Quantitative standard
Major defects: ① direct property loss of more than 5 million yuan (inclusive). ② Potential negative impact: it has been officially disclosed to the public and has a negative impact on the disclosure of the company's periodic reports; The loss of personnel in key positions of enterprises is serious.
Important defects: ① direct property loss reaches 1 million (including) - 5 million yuan. ② Potential negative impact: punished by national government departments, but did not have a negative impact on the disclosure of the company's periodic reports.
General defects: ① direct property loss is less than 1 million yuan. ② Potential negative impact: punished by government departments below the provincial level (including the provincial level), but did not have a negative impact on the disclosure of the company's periodic reports.
(III) identification and rectification of internal control defects
1. Identification and rectification of internal control defects in financial reporting
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.
(IV) internal control construction of the company
1. Organizational structure
In accordance with the relevant provisions of the company law and the articles of association, improve and standardize the internal control organizational structure of the company, and ensure the effective and standardized operation of the general meeting of shareholders, the board of directors, the board of supervisors and the management organization under the leadership of the board of directors.
The general meeting of shareholders is the highest authority of the company, which carries out daily management and supervision of the company through the board of directors and the board of supervisors. Its power complies with the provisions of the company law and the securities law. In accordance with the provisions of the company law, the securities law and the articles of association, the general meeting of shareholders decides the company's development strategy, considers the changes of the company's capital, considers the company's major transactions, and elects directors and supervisors.
The board of directors is the company's permanent decision-making body, elected by the general meeting of shareholders, authorized by the general meeting of shareholders to be responsible for the operation and management of the company, formulate the company's general policy, general objectives and annual general plan, and is the company's business decision-making center.
The board of directors is responsible for and reports to the shareholders' meeting. The board of directors shall establish a securities affairs department and a secretary of the board of directors to handle the daily affairs of the board of directors. The board of directors of the company has four professional committees: Strategic Development Committee, salary and assessment committee, nomination committee and audit committee.
The board of supervisors is the supervisory body of the company, in which the employee representative supervisors are elected by the employee congress. Authorized by the general meeting of shareholders, the board of supervisors is responsible for protecting shareholders' rights and interests, protecting the interests of the company and the legitimate rights and interests of employees from infringement, supervising the legal operation of the company and the behavior of directors and senior managers of the company. The board of supervisors shall be responsible for and report to the general meeting of shareholders.
The general manager and other senior managers of the company shall be appointed by the board of directors, implement the general manager responsibility system, organize and implement the resolutions of the general meeting of shareholders and the board of directors, and preside over the production, operation and management of the enterprise.
According to the actual situation and the needs of business operation and management, the company has set up marketing and sales specialty, product and demand specialty, human resources specialty system, business value specialty (under the jurisdiction of finance department, securities department, legal department, etc.), internal audit department, operation Department, project operation specialty, safety specialty, excellent quality professional committee, user experience specialty, internationalization department, business development department, technical professional committee Professional systems such as smart operation professional committee, data professional committee and Research Institute, as well as more than 10 product lines and other departments in the direction of core business, Internet, cloud computing, big data and operation, as well as more than 60 branches distributed across the country, clearly define the responsibilities and authorities of each Department, optimize business processes, and play a positive role in improving management efficiency and implementing internal control.
The strategic development committee under the board of directors of the company studies and puts forward suggestions on the company's long-term development strategy, major investment and financing schemes and capital operation. The company has formulated the implementation measures of development strategy management, defined the implementation process of development strategy formulation, implementation, evaluation and adjustment, and ensured the realization of the company's strategic objectives.
3. Comprehensive budget
According to the actual situation, the company has formulated the guidelines for the formulation of annual operation and management plan, comprehensive budget and operation indicators, and defined the budget management system and the responsibilities and authorities, authorization and approval procedures and work coordination mechanism of each budget implementation unit; Standardize the business operations such as budget preparation, budget execution and budget assessment, ensure that the budget preparation meets the requirements of the company's development strategy and objectives, improve the quality and operation efficiency of comprehensive budget management, and ensure that the company's development strategic objectives can be effectively implemented through budget management.
4. Fund management
According to the actual situation, the company comprehensively combs the business process of monetary funds, strengthens the accounting system control of working capital, strictly standardizes the revenue and expenditure conditions, procedures and approval authority of funds, scientifically sets up organizational structures and posts, defines the responsibilities, authorities and post separation requirements of various links of monetary funds, follows the relevant provisions of cash, bank accounts, bills and signature management, and effectively protects the safety of monetary funds of the company. The company has established a sound monetary capital information reporting system, regularly or irregularly inspected and evaluated the capital activities, implemented the accountability system, ensured the safe and effective operation of funds, standardized the company's investment, financing and capital operation activities, effectively prevented the risks of capital activities and improved the capital efficiency. The audit department shall audit and inspect the monetary capital and its internal control system every quarter.
5. Human resources
The company focuses on internal promotion, supplemented by open recruitment, and adheres to the personnel system management of "openness, equality, competition and merit" appointment, training, assessment, reward and punishment. Internally, the company has formed a mechanism to promote employees to be proactive and establish a channel for employee development. The company will strive to establish a scientific incentive mechanism and restraint mechanism, and pay attention to the professional feelings and growth of employees through humanistic care; Create a learning organization, attract talents with good enterprise development prospects, encourage talents with good income and working environment, retain talents with career development, and stimulate everyone's potential with competition mechanism; Through scientific human resource management, fully mobilize the enthusiasm of the company's employees, and form an appointment mechanism of equal competition, reasonable mobility, application of talents and making full use of talents, so as to effectively improve work efficiency. The company has formulated a series of human resource management systems such as recruitment management, salary management, performance appraisal, appointment and removal of managers, internal training organization and management, and implemented a personnel management system of combining rewards and punishments, being able to go up and down and getting more for more work, so as to provide human resource guarantee for the further development of the company in the future and realize the common growth and development of the company and employees.
6. Corporate culture
The company ensures the effective implementation of the internal control system through the creation and maintenance of corporate culture. Carry out various activities to improve the cohesion of the company, and require each employee, including senior managers, to strengthen professional cultivation and business learning, abide by honest and trustworthy professional ethics, discipline and law-abiding. The company encourages employees to be brave in innovation and provides a broad career development space and excellent growth environment for all kinds of talents, so that every capable and enterprising employee can give full play to his ability and realize self-worth in the company.
7. R & D management
In order to standardize the management of R & D projects, the company has formulated a series of regulations such as innovation planning, R & D project initiation, project budget, project tracking and monitoring, demand management, software design and product version management, so that the company has rules to rely on in terms of product demand, development design and version use, give better play to its technical expertise, continuously improve the technical management level, improve the management and control efficiency, and provide technical support for the sustainable development of the company.
8. Management of raised funds
In order to standardize the management of the company's raised funds, improve their use efficiency and safeguard the legitimate interests of all shareholders, the company has formulated the management measures for the use of raised funds, clarify the use, management and supervision procedures of the special account for raised funds, and clearly stipulate the storage, use, management supervision and accountability of the special account for raised funds. The company strictly follows the system and regulations, and strictly performs the application and approval procedures for the use of funds. At the same time, the internal audit department shall audit the use and storage of raised funds every quarter.
9. Asset management
The company has formulated the fixed assets management measures, research and development capitalization system, equipment management system and other asset management systems to control the key links such as acceptance, warehousing, receiving, delivery, storage and treatment of inventory and physical assets, and has taken measures such as division of responsibilities, periodic physical inventory, property records and account verification to regularly check accounts receivable, foreign investment, fixed assets Investigate the problems and potential losses in intangible assets and other items, reasonably withdraw the provision for asset impairment in accordance with the financial manual and other systems formulated by the company, and report the estimated loss, the basis of provision and the items to be written off for approval in accordance with the specified procedures and approval authority.
10. Procurement and payment
The company has formulated a series of procurement management systems and control measures, established a supplier evaluation mechanism, reasonably set up departments and posts for procurement and payment business, clarified responsibilities and authorities, and strengthened the control of procurement plan preparation and approval, supplier selection, procurement method selection, procurement price determination, procurement contract signing, acceptance, payment approval, accounting treatment review, regular reconciliation and other links, Reduce procurement and payment related risks.
11. Sales and collection
The company has formulated a series of sales management systems and control measures, reasonably determined the pricing mechanism and credit mode, timely adjusted the sales strategy according to the market changes, and promoted the improvement of market share. Strengthen the control of sales contract approval, implementation and payment collection business, and record the sales contract, acceptance certificate and payment recovery in detail. Strengthen customer after-sales service, improve customer satisfaction and loyalty, and ensure the realization of sales objectives.
12. Related party transactions
The company formulated and implemented the measures for the administration of connected transactions, which made strict provisions on the scope, decision-making procedures and information disclosure of connected transactions, ensuring the conditions of "fairness, impartiality, openness, equal compensation and not deviating from the price or charging standard of an independent third party in the market"
