Guosheng Securities Co., Ltd
About Shanghai Lisheng Racing Co.Ltd(002858)
Verification opinions on self-evaluation report of internal control in 2021
Guosheng Securities Co., Ltd. (hereinafter referred to as “Guosheng securities” or “recommendation institution”) as a recommendation institution for non-public offering of shares of Shanghai Lisheng Racing Co.Ltd(002858) (hereinafter referred to as ” Shanghai Lisheng Racing Co.Ltd(002858) ” or “company”), in accordance with the administrative measures for recommendation business of securities issuance and listing and the stock listing rules of Shenzhen Stock Exchange In accordance with the requirements of relevant laws and regulations such as the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the self-evaluation report on internal control in Shanghai Lisheng Racing Co.Ltd(002858) 2021 has been verified, and the verification opinions are as follows:
1、 Verification work carried out by the recommendation institution
The recommendation institution shall consult the meeting materials of the general meeting of shareholders, the board of directors and the board of supervisors, various internal control systems and information disclosure documents of the company; Interview relevant personnel of the enterprise; Check the integrity, rationality, effectiveness and compliance of Shanghai Lisheng Racing Co.Ltd(002858) internal control environment, internal control system construction, internal control implementation and other aspects of internal control by consulting the company’s internal control self-evaluation report and investigating the internal audit work.
2、 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 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、 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 units included in the evaluation scope include: Shanghai Lisheng Racing Co.Ltd(002858) and Shanghai Saisai Racing Club Co., Ltd., Shanghai Lisheng Sports Culture Communication Co., Ltd., Shanghai Tianma Sports Development Co., Ltd. (formerly Shanghai Tianma sports planning Co., Ltd.), Guangdong Saili automobile marketing planning Co., Ltd., Beijing China Automobile Federation racing culture Co., Ltd., Shanghai Youma Haosheng Automobile Culture Communication Co., Ltd., Shanghai Shengguan Automobile Technology Co., Ltd Beijing Shenghao marketing planning Co., Ltd. (cancelled on September 6, 2021), Guangzhou shengjiuruibang marketing planning Co., Ltd., Wuhan shengbozhi marketing planning Co., Ltd., Zhejiang Jinhua Shengtang Sports Development Co., Ltd., Jiangxi Saiqi sports equipment manufacturing Co., Ltd., Zhuzhou Lisheng international racetrack Management Co., Ltd., top speed (Shanghai) limited, Shanghai Qingsu event planning Co., Ltd Wuhan Lisheng Weijiu Sports Culture Co., Ltd., Wenzhou Saika sports planning Co., Ltd. (cancelled on May 18, 2021), Wuxi Lisheng Huasai Sports Culture Co., Ltd., Shanghai Yaosu sports event planning Co., Ltd., Xiamen Saika Youpao Sports Culture Co., Ltd., ningboseka Sports Culture Co., Ltd A total of 23 subsidiaries of Shanghai yundongjia Sports Technology Co., Ltd. are included in the evaluation scope. The total assets of the unit 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 items included in the evaluation scope include: organizational structure, development strategy, corporate culture, social responsibility, sales and collection, procurement and payment, fixed assets management, inventory management, fund management (including investment and financing management), financial report, information disclosure, human resources management, information system management, internal supervision, etc. The high-risk areas of focus mainly include the fluctuation of business performance with downstream industries, the intensification of market competition and product quality.
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 according to the enterprise internal control standard system.
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
The evaluation criteria for internal control defects in financial reporting determined by the company are as follows:
General defects, important defects and major defects of the project
0.5% of total assets ≥ 0.5% of total assets and 1% of total assets ≥ 1% of total assets
Quantitative standard
1% of operating revenue ≥ 1% of operating revenue and 2% of operating revenue ≥ 2% of operating revenue
If one of the following conditions is met, it can be recognized as a major defect:
If one of the following conditions is met, it can be recognized that ① the directors, supervisors and senior management of the company are important defects: personnel fraud;
There are no major defects or deficiencies ① the company has not established an anti fraud mechanism; ② The ineffective control environment may lead to the public qualitative standard falling into other financial reports of the standard ② the company’s key control activities lack of control, and the company seriously deviates from the control objectives;
Control defects of the Department. Procedures; ③ The certified public accountant has not established a risk management system for the company’s financial report ③; ④ there are three important opinions in the company’s accounting information system except for the unqualified opinions issued in the form;
Defects.
④ The supervision of the audit committee and the audit department on the company’s external financial report and internal control over financial report is invalid.
When a potential misstatement caused by an internal control defect affects multiple indicators, the nature of the defect shall be determined according to the lower principle.
2. Identification standard of internal control defects in non-financial reporting
The evaluation criteria for internal control defects in non-financial reporting determined by the company are as follows:
General defects, important defects and major defects of the project
0.5% of total assets ≥ 0.5% of total assets and 1% of total assets ≥ 1% of total assets
Quantitative standard
1% of operating revenue ≥ 1% of operating revenue and 2% of operating revenue ≥ 2% of operating revenue
If one of the following conditions is met, it can be recognized as a major defect if one of the following conditions is met:
Identified as important defects: ① lack of decision-making procedures;
① ② the company’s major decision-making procedures are violated or the company’s major leaders are lost
Punishment; Error;
② Violation of internal control system, resulting in ③ serious violation of the company or main leaders, which does not constitute major defects, major deficiencies and major losses; (3) the loss of business personnel in key positions within the non-financial reporting department who have been severely punished for violation of law and discipline or who have accepted the qualitative standards; and (3) the loss of business personnel in key positions shall be strictly subject to criminal responsibility;
Control defects. Heavy; ④ Serious loss of senior managers and senior technicians ④ important internal control systems or system technicians;
There are defects, resulting in local management ⑤ lack and failure of important business control system; Or system failure, which has a significant impact on ⑤ important or general defects in internal control and production and operation of the company; Not rectified. ⑥ Major defects in internal control have not been rectified.
When a potential misstatement caused by an internal control defect affects multiple indicators, the nature of the defect shall be determined according to the lower principle.
(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 reporting, the company found no major defects and important defects in internal control of non-financial reporting during the reporting period.
4、 Description of other major matters related to internal control
During the reporting period, the company did not explain other major matters related to internal control.
5、 Verification opinions of the recommendation institution on Shanghai Lisheng Racing Co.Ltd(002858) internal control evaluation report
Through the verification of the construction and implementation of the internal control system in Shanghai Lisheng Racing Co.Ltd(002858) 2021, the sponsor believes that the governance structure of Shanghai Lisheng Racing Co.Ltd(002858) legal person in 2021 is relatively sound, and the operation of the general meeting of shareholders, the board of directors and the board of supervisors is standardized, The existing internal control system complies with the requirements of relevant laws, regulations and normative documents such as the guidelines for self regulation and supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and maintains effective internal control related to enterprise business operation and management in all major aspects. The self-evaluation report of the company’s internal control is relatively authentic It objectively reflects the construction and operation of its internal control system in 2021.
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(there is no text on this page, which is the signature and seal page of the verification opinions of Guosheng Securities Co., Ltd. on the self-evaluation report of Shanghai Lisheng Racing Co.Ltd(002858) 2021 annual internal control) sponsor representative:
Yang Tao, Han Yichi
Guosheng Securities Co., Ltd
