Dongguan Securities Co., Ltd
About Bear Electric Appliance Co.Ltd(002959)
Verification opinions on self-evaluation report of internal control in 2021
Dongguan Securities Co., Ltd. (hereinafter referred to as “sponsor” or “Dongguan securities”) is the sponsor of initial public offering and listing of Bear Electric Appliance Co.Ltd(002959) (hereinafter referred to as ” Bear Electric Appliance Co.Ltd(002959) ” or “company”), In accordance with the measures for the administration of securities issuance and listing recommendation business, the stock listing rules of Shenzhen Stock Exchange and the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other relevant provisions, the self-evaluation report of the company’s internal control in 2021 was verified. The details are as follows:
1、 Verification work carried out by the recommendation institution
The recommendation representative of the recommendation institution carefully reviewed Bear Electric Appliance Co.Ltd(002959) self evaluation report on internal control in 2021, and through communication with the directors, supervisors, senior managers, internal audit department and other relevant persons of the company, consulting the documents of the general meeting of shareholders, the board of directors, the board of supervisors and other meeting documents of the company, as well as various business and management rules and regulations, from Bear Electric Appliance Co.Ltd(002959) internal control environment, the construction of internal control system The integrity, rationality and effectiveness of its internal control and the authenticity and objectivity of the self-evaluation report on internal control in 2021 were verified in terms of the implementation of internal control.
2、 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 the company and its subsidiaries. The main businesses and matters included in the evaluation scope include: organizational structure, development strategy, human resource management, social responsibility, corporate culture, capital activities, procurement business, marketing business, warehousing and logistics management, fixed assets management, bidding management, information disclosure, related party transactions, project management, financial report, expense management Information system, contract management, etc.
The high-risk areas of focus are financial reporting, capital activities, project management, bidding management, procurement business, marketing business, warehousing and logistics management, financial reporting, cost management, information system, contract management, etc.
The above units, businesses and matters included in the evaluation scope 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 carries out internal control evaluation according to the enterprise internal control standard system and organization. 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. The identification standard of internal control defects in financial reports shall be identified by a combination of qualitative and quantitative methods
(1) Quantitative standards for the evaluation of internal control defects in financial reporting determined by the company
General defects, important defects and major defects of the project
Gross profit indicator misstatement 5% of gross profit, 5% of gross profit ≤ misstatement misstatement ≥ 10% of gross profit
Misstatement of total assets 0.5% of total assets ≤ misstatement ≥ 0.5% of total assets 1% of total assets
Misrepresentation of operating revenue indicators 0.5% of operating revenue ≤ misrepresentation ≥ 0.5% of operating revenue 1% of operating revenue
The quantitative standard of internal control defects in financial reporting takes the profit, operating income and total assets of the consolidated financial statements as the measurement indicators.
The above standards directly depend on the importance of financial reporting misstatement that may be caused by the existence of internal control defects. This level of importance depends mainly on two factors:
① Whether the defect will lead to the failure of internal control to prevent or detect and correct the misstatement of financial statements in a timely manner; ② The amount of potential misstatement that may be caused by the defect alone or in combination with other defects.
(2) The qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company
① Major defects
a. The company’s control environment is invalid;
b. The company’s directors, supervisors and senior managers commit fraud and cause significant losses or significant adverse effects to the company;
c. The certified public accountant finds that there is a material misstatement in the current financial report, but the misstatement is not found in the operation of the company’s internal control;
d. The supervision of the company’s audit committee and internal audit institutions on internal control is invalid;
e. Other defects that may cause the company to seriously deviate from the control objectives.
② Important defects
The severity of individual defects or combined with other defects is lower than that of major defects, but it may still cause the company to deviate from the control objectives.
③ General defect
In addition to the above major defects and important defects, other control defects are recognized as general defects.
2. Identification standard of internal control defects in non-financial reporting
Identification standard of internal control defects in non-financial reports: it is identified by a combination of qualitative and quantitative methods. (1) Quantitative standard for evaluation of internal control defects in non-financial reporting determined by the company
General defects, important defects and major defects of the project
Loss amount of total profit index 5% of total profit ≤ loss amount ≥ 5% of total profit 10% of total profit
Loss amount 0.5% of total assets ≤ loss amount ≥ 0.5% of total assets index loss amount 1% of total assets
1%
Loss amount 0.5% of operating revenue ≤ loss amount ≥ 0.5% of operating revenue indicator; loss amount 1% of operating revenue
1%
(2) Qualitative criteria for evaluation of internal control defects in non-financial reporting determined by the company
① Major defects
a. The company’s business activities seriously violate national laws and regulations;
b. Unscientific decision-making procedures lead to major decision-making mistakes and cause major property losses to the company;
c. Massive loss of key management personnel or technical talents;
d. The frequent occurrence of negative news or reports has aroused great concern of the regulatory authorities and cannot be eliminated for a long time.
② Important defects
The severity of individual defects or combined with other defects is lower than that of major defects, but it may still cause the company to deviate from the control objectives.
③ General defect
Other internal control defects that do not constitute major defects or important defects.
3、 Identification and rectification of internal control defects
According to the above identification standards of internal control defects in financial reporting, the company has no major defects and important defects in internal control of financial reporting during the reporting period.
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.
4、 Verification opinions of the recommendation institution on the self-evaluation of the company’s internal control
Through the verification of the establishment and implementation of the internal control system in Bear Electric Appliance Co.Ltd(002959) 2021, the sponsor believes that the corporate governance structure of the company is relatively sound, The existing internal control system and its implementation comply with the relevant laws and regulations such as the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the governance standards of listed companies and the basic norms of enterprise internal control, as well as the requirements of the securities regulatory authorities, The company has maintained effective internal control in all major aspects related to the business operation and management of the enterprise; The self-evaluation report on internal control in 2021 issued by the board of directors of the company reflects the construction and operation of its internal control system.
(no text below)
(there is no text on this page, which is the signature page of Dongguan Securities Co., Ltd. on the verification opinions of Bear Electric Appliance Co.Ltd(002959) 2021 annual internal control self-evaluation report)
Sponsor representative:
Yang Na, Yao Genfa
Sponsor: Dongguan Securities Co., Ltd
