Internal control evaluation report in 2021
Berry Genomics Co.Ltd(000710) all shareholders:
According to the provisions of the basic norms of enterprise internal control and its supporting guidelines and other internal control supervision requirements (hereinafter referred to as the enterprise internal control standard system), combined with the internal control system and evaluation methods of the company (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 the 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) scope of internal control evaluation
The company determines the main departments, businesses and matters included in the evaluation scope and high-risk areas in accordance with the risk oriented principle. 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.
1. The main businesses and matters included in the evaluation scope include: corporate governance structure, organizational structure, human resources, fund management, fixed assets management, inventory management, procurement logistics management, laboratory management, production management, contract management, information communication, engineering project management, etc.
(1) Corporate governance structure
In accordance with the requirements of laws and regulations such as the company law, the securities law, the guidelines for the governance of listed companies and the articles of association, the company has established a corporate governance structure composed of the general meeting of shareholders, the board of directors, the board of supervisors and the management, defined the responsibilities and authorities between the power decision-making body and the management, and ensured their respective duties, mutual checks and balances, scientific decision-making and coordinated operation.
The general meeting of shareholders is the highest authority of the company. It manages and supervises the company through the board of directors, earnestly exercises its statutory functions and powers, and protects the legitimate rights and interests of listed companies and all shareholders.
The board of directors is the executive body of the general meeting of shareholders. It implements various resolutions adopted by the general meeting of shareholders, is responsible for and reports to the general meeting of shareholders. There are four special committees under the board of directors: Strategy Committee, nomination committee, audit committee and salary and assessment committee, which effectively perform their duties in relevant business areas of the company and improve the operation efficiency of the board of directors.
The board of supervisors is the supervisory body of the company, which is responsible to all shareholders, supervises the legality and compliance of the company’s finance and the performance of duties by the directors and senior managers of the company, and protects the legitimate rights and interests of the company and shareholders.
The operation management is specifically responsible for implementing the resolutions of the general meeting of shareholders and the board of directors, presiding over the daily production, operation and management of the company and ensuring the normal operation of the company.
(2) Organizational structure
The management structure system established by the company includes finance department, securities department, internal control department, human resources department, procurement and logistics department, science and technology service department, medical testing department, medical department, genetic disease department, customer support department, it department, marketing department, commerce department, medical customer service department, brand public relations department, government affairs department and other departments. Within the company, each department performs its own duties, assumes its own responsibilities, cooperates with and restricts each other The interlocking internal control system ensures the authenticity and effectiveness of the authorization, execution and records of the company’s economic business and the safety and integrity of the company’s assets. The internal control department shall inspect the design and implementation of the company’s internal control, continuously follow up the rectification, and promote the establishment and improvement of the internal control system.
(3) Human resources
In strict accordance with the labor law, labor contract law and other relevant national legal systems, the company signed labor contracts with all employees who established labor relations, and established a perfect human resource management system in combination with the actual situation. According to the enterprise development plan and annual production and operation plan, reasonably set up posts, establish and implement scientific personnel management systems such as employment, training, assessment, reward and punishment, promotion and elimination, deeply tap the potential of employees and improve the overall level of enterprise human resource management. During the reporting period, the employee manual of the company was revised again, and these systems were fully publicized, studied and implemented through multiple channels such as centralized publicity, graphic push and micro class production.
In order to improve the quality of employees and managers, improve the management level of the company and ensure the sustainable development of the company, effective training must be done well. The training work of the company is carried out by Beirui academy, which has four branches, namely Aurora college, Honghu college, American College and Huangpu Military Academy. Aurora college is responsible for the implementation and implementation of the annual training plan of each department; Honghu college is responsible for the development and implementation of general skills improvement courses; The College of fine arts is responsible for the development and implementation of cultural publicity and implementation and employee literacy improvement courses; Huangpu Military Academy is responsible for the planning and implementation of the company’s core talent training and leadership improvement projects.
The company has established a perfect personnel file management system and EHR information system to systematically manage the changes, training, attendance and evaluation of employees.
(4) Social responsibility
The company has formulated strict operating procedures and relevant systems in terms of legal and compliant operation, quality control of products and testing services, protection of employees’ legitimate rights and interests, environmental protection, and laboratory biosafety protection, and effectively fulfilled its social responsibilities.
With the continuation of covid-19 epidemic, in order to help the epidemic prevention and control in the capital, the management of the company mobilized internal resources and actively cooperated with local governments at all levels to implement nucleic acid detection tasks. On the premise of ensuring safety, Beijing Laboratory has improved the testing capacity, expanded the testing scope, improved the screening speed and accuracy, and has excellently completed various testing tasks formulated by governments at all levels and relevant institutions, which has been highly praised.
At the same time, the company has carried out all-round publicity and prevention deployment for employee health and epidemic prevention and control, formulated environmental killing system in high-risk areas, and improved the emergency plans of the company and its branches and subsidiaries to ensure the smooth progress of all work of the company.
(5) Fund management
According to the accounting law, accounting standards, enterprise accounting system and other laws and regulations, the company has formulated the comprehensive budget management system, fund management system, loan reimbursement system, seal management system and so on. The financial headquarters of the company adopts centralized fund control, and has made clear provisions on the custody and use of seals, the opening of bank accounts, the custody and use of funds and valuable bills, and the authorization and approval of fund payment of all branches and subsidiaries. Make it clear that fund payment must be approved level by level in accordance with relevant laws and regulations, various systems and approval authorities of the company, and relevant posts shall be set according to the principle of position incompatibility, so as to form a working mechanism of performing their respective duties, assuming their respective responsibilities and mutual restriction. At the same time, all subsidiaries of the company join the “bank enterprise direct link” system to ensure that the company’s overall use of funds is compliant, reasonable, safe and effective.
(6) Fixed assets management
The company has formulated the fixed assets management system, and combined with the procurement management system and budget management, it has made provisions on the purchase, acceptance, use, custody and maintenance, inventory, depreciation, disposal, scrapping and transfer of fixed assets. Strengthening the internal control of asset management and specifying specific personnel in daily management can effectively prevent and timely correct various errors and frauds in asset management business and protect the safety and integrity of assets. The asset management personnel of each department shall establish an efficient communication mechanism, timely feed back the asset status and the demand plan of each demand department, make full use of the existing fixed assets, and avoid idle assets and repeated procurement, so as to improve the use efficiency of assets.
(7) Inventory management
The company has formulated a series of warehouse operation management systems, and combined with the “procurement management system” and budget management, the company has carried out key internal control over the procurement approval, acceptance and warehousing, receiving and outbound, storage and disposal, regular inventory, return and other work links of inventory. In daily management, timely check whether the validity period of inventory and the temperature and humidity of storage environment meet the storage requirements. At the same time, use the information system to strengthen the monitoring of inventory turnover, ensure safety inventory and avoid waste, and effectively control the whole process of inventory management.
(8) Procurement management
The company has formulated the procurement management system and relevant subsidiary procurement management measures to clarify the responsibilities and approval authorities of purchase requisition, approval, purchase, acceptance, payment, post Procurement Evaluation and other links.
The company has established a framework negotiation and evaluation mechanism for key suppliers, focusing on the supplier’s product quality, service level, on-time arrival rate, inspection qualification rate, product price and other aspects, so as to optimize the procurement channel and reduce the procurement cost.
The procurement and logistics department shall make overall arrangements for the procurement plan and handle the procurement business according to the specified approval authority and procurement process. In terms of purchase payment management, the company has established an authorization and approval system, which divides the corresponding levels according to the payment amount, and defines the authorization authority for approval. All purchase funds can be paid only after being approved by leaders with corresponding authority.
According to the procurement management system and management measures, the procurement logistics department regularly inspected and evaluated the weak links in the procurement process, and took appropriate control measures to effectively control and reduce the procurement risk.
The company has formulated the relevant systems of logistics management and the operation specifications of different logistics businesses to plan, organize, command, coordinate, monitor and supervise the logistics activities, so as to achieve the best coordination and cooperation of various logistics activities, so as to reduce logistics costs, reduce losses, improve material flow efficiency and improve the safety awareness of the company’s personnel.
(9) Sales management
The company has formulated accounts receivable management system and contract management system, and each sales system has formulated reasonable sales policies according to the company’s development strategic objectives and the business characteristics of each product line. The policy sets the annual sales target, product price strategy and other hard indicators, and combines the performance appraisal system to mobilize the subjective initiative of sales personnel at all levels.
Under the overall objectives and policies of the company, a series of sales management processes are formulated within each sales system: sales contract approval process, reconciliation and invoicing process, accounts receivable collection process, customer credit control and evaluation. The Ministry of Commerce strictly implemented the above processes, effectively reduced the settlement risk of accounts receivable and the probability of bad debts, and ensured the timely return of funds and the virtuous cycle of accounts receivable. For customers who fail to collect the payment according to the settlement terms of the contract, urge relevant sales personnel to collect the payment. If necessary, the Legal Affairs Committee of the company will assist in the effective recovery of accounts receivable through legal procedures.
The continuous covid-19 epidemic has a certain impact on the collection speed of the company’s accounts receivable, but it is controllable as a whole. At the same time, all business departments of the company strengthen contact with customers, check accounts receivable with customers on schedule, and actively collect.
(10) Contract management
The company has formulated the contract management system and seal management system, which stipulate the work processes of the revision, review, approval, performance, dissolution and storage of various contracts and agreements of the company.
The company implements unified management of contracts: all kinds of standard temsector contracts (agreements) are drafted and revised jointly by the legal affairs and user departments of the company. The standard temsector contracts (agreements) signed externally can be sealed only after being approved by leaders at all levels with approval authority. At the same time, in order to improve efficiency, purchase orders with safety and controllable amount risk are placed in the form of simplified orders. All non-standard temsector contracts (agreements) signed externally shall be reviewed by the Legal Affairs Department of the company and sealed after being approved by leaders at all levels with approval authority. Various contracts (agreements) of the company shall be kept by the archives of the administration department.
(11) Laboratory management
The company has formulated the laboratory testing operation procedures according to the relevant regulations of the regulatory authority. The procedure documents specify a series of laboratory control procedures, such as the daily management of the testing laboratory, the control procedures for personnel training and assessment, the standard operation process of testing, the control procedures for customer information confidentiality, the control procedures for material and equipment management, the control procedures for sample management, the control procedures for testing result report, the control procedures for quality index monitoring and evaluation, etc, It provides a strong guarantee for providing real and accurate test results.
(12) Production management
The company has prepared the quality manual according to the relevant regulations of the regulatory authority, and passed the ISO13485 quality management system certification and ISO9001 quality management system certification, making the quality management system more perfect. In terms of quality control, the company has formulated clear responsibilities and authorities for all departments, levels and posts, formulated a series of SOP operation standards, and made clear provisions on production plan formulation, production process arrangement, product quality inspection, etc. Carry out strict quality control over the whole process of product production, and carry out product quality control from three aspects: incoming material quality control, production process quality control and quality assurance. Following the principle of quality first and continuous improvement, the company conducts CAPA analysis regularly to achieve timely correction and prevention.
(13) Information communication
The company has established an effective and smooth information communication and transmission mechanism, standardized the collection, processing and transmission procedures of all kinds of information, and built a supply chain system and mobile office platform to enable the timely transmission and effective communication of operation and management information among all management levels, business departments and business links within the company.
The company has formulated a perfect electronic information system control system to effectively manage the daily operation, security management, system operation, change management, application system implementation and maintenance of the information system, guide the normal operation of the information system, enhance the security, reliability and rationality of the information system, as well as the confidentiality, integrity and feasibility of the information, so as to provide guarantee for the establishment of an effective information and communication mechanism. At the same time, in accordance with the national measures for the administration of classified protection of information security, the company has implemented several key core systems in relevant public security organs
