Tianjin Tianbao Infrastructure Co.Ltd(000965)
Internal control evaluation report in 2021
Tianjin Tianbao Infrastructure Co.Ltd(000965) all shareholders:
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 (hereinafter referred to as 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 on December 31, 2021 (the benchmark date of internal control evaluation report).
1、 Important statement
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 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 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, 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 main units included in the scope of evaluation include:
– Tianjin Tianbao Infrastructure Co.Ltd(000965)
subsidiary
-Tianjin Binhai Kaiyuan Real Estate Development Co., Ltd
-Tianjin Tianbao Real Estate Development Co., Ltd
-Tianjin Tianbao Fuyuan Real Estate Development Co., Ltd
-Tianjin Tianbao Shengyuan Real Estate Development Co., Ltd
-Tianjin Tianbao Chuangyuan Real Estate Development Co., Ltd
-Tianjin Baili Construction Engineering Co., Ltd
-Tianjin Jiachuang Property Service 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.
According to the risk assessment results, the company determines the high-risk areas to focus on, mainly including: land acquisition and investment research risk, project development progress risk and project condition change risk.
The main operations and matters included in the scope of evaluation include:
Company level: internal environment, risk assessment, information and communication, internal supervision. Business level: human resources, capital activities, procurement business, asset management, sales business, engineering projects, guarantee business, business outsourcing, financial reporting, comprehensive budget, contract management, internal information transmission and information system.
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.
The board of directors of the company distinguished the internal control of financial report from the internal control of non-financial report according to the identification requirements for major defects, important defects and general defects of the enterprise internal control standard system, combined with the factors such as the company’s size, industry characteristics, risk preference and risk tolerance, and studied and determined the specific identification standards of internal control defects applicable to the company, which are consistent with the previous years. The identification standards of internal control defects determined by the company are as follows:
1. Identification criteria for defects in internal control over financial reporting
The quantitative and qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Quantitative and qualitative analysis of internal control defects
Identification standard
When the following situations occur, carefully judge whether there are major defects in internal control:
1. Directors, supervisors and senior managers abuse their power and commit corrupt practices such as corruption, bribery and misappropriation of public funds;
Potential misstatement amount ≥ 2 Correction of published financial reports;
25% or 3.5% of the total profit from major defects Disclosing major information of more than 7.5 million yuan (including) such as financial reports, mergers and acquisitions and investments in violation of regulations, resulting in serious fluctuations in the company’s share price or serious negative impact on the company’s image;
4. The company’s audit committee and internal audit have no effect on the supervision of internal control;
5. The external auditor found that there were significant misstatements in the current financial report, and the internal control operation failed to find such misstatements. 25% of total profit ＞ 1 Unauthorized guarantee, investment in securities, potential misstatement of financial derivatives, disposal of property rights / equity and related party transactions, resulting in 5% of the total profit of major defects or economic losses;
1.5 million yuan (inclusive) to 2.5 million yuan The company found that there were significant accounting differences in previous years
7.5 million yuan and correct the reported or disclosed financial report;
3. The company’s financial personnel or relevant business personnel have different rights and responsibilities
Qing Dynasty, post confusion, suspected of economic and job-related crimes, double regulated by discipline inspection and supervision departments, or transferred to judicial organs;
4. Being punished or having a serious negative impact on the company’s image due to policy deviation, accounting error, etc;
5. Destroy, hide and arbitrarily change important original vouchers such as invoices / cheques, resulting in economic losses;
6. Non entry of cash income, private deposit of public funds or establishment of “small treasury” in violation of regulations.
Potential misstatement amount profit 1 There may be misstatement of financial information, but it only has a slight impact on the accuracy of information, 5% or 150% of the total profit, and will not affect the judgment of users;
Less than 20000 yuan Non important findings in external audit.
2. Identification standard of internal control defects in non-financial reporting
The quantitative and qualitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Quantitative and qualitative analysis of internal control defects
Identification standard
1. The board of directors and its professional members, the board of supervisors and the management lack clear provisions on the responsibilities, authorities, qualifications and rules of procedure, or fail to perform in accordance with the authorities and responsibilities;
2. Failure of major M & A due to unscientific decision-making procedures or mistakes, or the newly acquired unit cannot continue to operate;
Non financial reporting control 3 The defects in the company’s investment, procurement, sales, finance and other important industries cause the lack of control over the company’s direct affairs or the overall failure of the internal control system;
Amount of property loss due to major defects 4 50% of the loss of senior managers or key positions is more than 7.5 million yuan;
5 Violation of national laws or internal regulations and procedures, major environmental pollution or quality problems, causing investigation or litigation by the government or regulatory authorities, resulting in major economic losses or serious damage to the company’s reputation;
6. Major and important defects in internal control have not been rectified.
1. Major businesses fail to comply with policy requirements and lack democratic decision-making procedures;
2. Failure to carry out risk assessment, internal control design does not cover important business and key risk areas, and control objectives cannot be achieved; 3. No information collection mechanism and information management system have been established, and there are serious obstacles to internal information communication. External information disclosure is not authorized by non-financial report control. The information content is untrue, and the company is directly punished due to the defects of external regulators;
Amount of property loss due to major defects 4 Failure to establish a system for reporting complaints and whistleblower protection, or invalid information channels for reporting 1.5 million yuan (inclusive);
To 5.5 million of 7.5 million The wholly-owned and holding units fail to establish appropriate governance structure and management system in accordance with laws and regulations, the responsibilities of decision-making and management are unclear, the internal control system is not established, and the management is scattered;
6. The appointed representatives of all units or units affiliated to the enterprise fail to perform their duties as required, resulting in damage to the interests of the company;
7. Violation of national laws or internal regulations and procedures, environmental pollution or quality problems, frequent coverage in national news media, resulting in economic losses or damage to the company’s reputation.
Non financial reporting control
General defects cause other defects of the company directly except major defects and important defects. Amount of property loss
Under 1.5 million yuan
(III) identification and rectification of internal control defects
1. Identification of defects in internal control over financial reporting
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.
2. Identification 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.
Tianjin Tianbao Infrastructure Co.Ltd(000965) board of directors
April 14, 2002
