Company code: Jiangsu Changshu Automotive Trim Group Co.Ltd(603035) company abbreviation: Jiangsu Changshu Automotive Trim Group Co.Ltd(603035)
Bond Code: 113550 bond abbreviation: Changqi convertible bond
Jiangsu Changshu Automotive Trim Group Co.Ltd(603035)
2021 internal control evaluation report
Jiangsu Changshu Automotive Trim Group Co.Ltd(603035) 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). I 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. II Internal control evaluation conclusion 1 On the benchmark date of the internal control evaluation report, does the company have any major defects in the internal control of financial reporting
□ yes √ No 2 Evaluation conclusion of internal control over financial reporting
√ valid □ invalid
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. 3. Whether major defects in internal control over non-financial reporting are found
□ yes √ no
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. 5. Whether the internal control audit opinion is consistent with the company's evaluation conclusion on the effectiveness of internal control over financial reporting
√ yes □ No 6 Whether the disclosure of major defects in internal control of non-financial reports in the internal control audit report is consistent with the disclosure of the company's internal control evaluation report √ yes □ no III Internal control evaluation (I) Scope of internal control evaluation
According to the risk oriented principle, the company determines the main units, businesses and matters included in the evaluation scope and high-risk areas. 1. The main units included in the evaluation scope include Jiangsu Changshu Automotive Trim Group Co.Ltd(603035) , Changshu Changchun Auto Parts Co., Ltd., Changchun Changchun auto interior parts Co., Ltd., Foshan Changchun auto interior parts Co., Ltd., Shenyang Changchun Auto Parts Co., Ltd., Beijing Changchun Auto Parts Co., Ltd., Tianjin Changchun Auto Parts Co., Ltd., Tianjin antonglin Auto Parts Co., Ltd., Tianjin Changchun Auto Technology Co., Ltd Changyuan Technology (Tianjin) Co., Ltd., evergreen Intelligent Technology (Tianjin) Co., Ltd., Changrui Technology (Tianjin) Co., Ltd., Wuhu Changchun automobile interior parts Co., Ltd., Yuyao Changchun automobile interior parts Co., Ltd., Shangrao Changchun automobile interior parts Co., Ltd., Chengdu Suchun Automobile Parts Co., Ltd. and Yibin Changyi Automobile Parts Co., Ltd. 2. Proportion of units included in the scope of evaluation:
Proportion of indicators (%)
The ratio of the total assets of the units included in the evaluation scope to the total assets of the company's consolidated financial statements is 99.46
The total operating income of the units included in the evaluation scope accounts for 99.38% of the total operating income in the company's consolidated financial statements
3. The main operations and matters included in the scope of evaluation include:
Corporate Governance: organizational structure, development strategy, human resources, social responsibility and corporate culture.
Business process level: authorization and control, capital budget management, procurement and payment, inventory management, asset management, sales and collection, tax management, financing management, contract management, project management, investment and guarantee management, project design, R & D management, production and operation management, raised funds management, financial report management and information disclosure system management, related party transaction management, accounting system, anti fraud mechanism Internal audit, etc. 4. High risk areas of focus mainly include:
Social responsibility (safety production, environmental protection, carbon neutralization), major investment, asset management, budget management, equity acquisition, procurement and payment, production and operation management, financial report, human resources, information disclosure, sales and collection, financing management and internal audit. 5. 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. Is there any major omission □ yes √ No 6 Is there a statutory exemption
√ yes □ no
This year, the company did not include Tianjin Weichun Automobile Technology Co., Ltd., Jiangsu Changchun Automobile Technology Co., Ltd., Suzhou Changchun Industrial Investment Co., Ltd. and Changshu kaideli material recycling Co., Ltd. into the scope of internal control evaluation on the basis of daily and special supervision of internal control according to the internal control system and evaluation methods. 7. Other explanatory matters
None (II) Basis of internal control evaluation and identification standard of internal control defects
According to the enterprise internal control standard system, internal control system and evaluation methods, the company organizes and carries out internal control evaluation on the basis of daily supervision and special supervision of internal system control. 1. Whether the specific identification standard of internal control defects is adjusted with that of previous years
□ yes √ no
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.
2. Identification standard of internal control defects in financial reporting
The quantitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Index name major defect quantitative standard important defect quantitative standard general defect quantitative standard
Business income reporting error ≥ 1% of business income 1% of business income reporting error ≥ 0.5% of business income 0.5% of business income reporting error
Misstatement of profit ≥ 5% of pre tax profit 5% misstatement ≥ 3% of pre tax profit 3% misstatement
Note: quantitative standard: the standard to determine the importance of misstatement in the company's consolidated statements based on the consolidated statement data.
The qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Qualitative standard of defect nature
1. The company's directors, supervisors and senior managers commit fraud and cause heavy losses and adverse effects to the enterprise;
Major defects 2. The company corrects the reported or disclosed financial report due to major accounting errors in previous years;
3. There is a material misstatement in the current financial report, and the internal control operation fails to find the misstatement;
4. The audit committee and the internal audit department have no effect on the supervision of the company's internal control.
1. Failure to select and apply accounting policies in accordance with generally accepted accounting standards, which is less serious than major defects;
2. The enterprise restates the reported or disclosed financial report to correct the important misstatement that is less serious than the major defect caused by the error;
Important defect 3. It is affected by the control defect and its severity is not as serious as the major defect, but it is enough to attract the attention of the audit committee and the board of directors;
4. There are one or more defects in the process control of preparing the final financial report, and it can not reasonably ensure that the financial statements achieve the goal of authenticity and accuracy.
General defects are other control defects other than the above major defects and important defects.
Note: major defects: single defects or together with other defects can not be prevented or found in time, and the major misstatement in the financial report can be corrected. Important defects: individual defects or other defects that cannot be prevented or found in time, and correct the misstatement that does not reach or exceed the importance level in the financial report, but should still attract the attention of the management. 3. Identification standard of internal control defects in non-financial reporting
The quantitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Quantitative standard for major defects
The amount of direct property loss is misstated ≥ 5 million yuan, 5 million yuan misstated ≥ 3 million yuan, 3 million yuan misstated
Note: quantitative standard: determine the importance of the company's defects based on the comprehensive balance of the amount of direct property losses caused by the company and the degree of significant impact. The qualitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Qualitative standard of defect nature
1. Serious violation of national laws and regulations or normative documents;
2. Lack of institutional control or systematic failure of important business;
Major defects 3. Major mistakes caused by violation of decision-making procedures;
4. Serious loss of middle and senior managers and senior technicians;
5. Major defects in internal control evaluation cannot be rectified.
1. There are important defects in the company's important business system;
Major defects 2. Violation of internal rules and regulations of the enterprise; Violation of decision-making procedures leads to general mistakes;
3. Serious loss of business personnel in key positions of the company;
4. Important defects in internal control evaluation cannot be rectified.
General defects are other control defects other than the above major defects and important defects.
Note: qualitative criteria: the identification of non-financial report defects is mainly based on the impact of defects on the effectiveness of business processes and the possibility of occurrence. Major defects: if the possibility of defects is high, it will seriously reduce the work efficiency or effect, or seriously increase the uncertainty of the effect, or make it seriously deviate from the expected goal. Important defects: if the possibility of defects is high, it will significantly reduce the work efficiency or effect, or significantly increase the uncertainty of the effect, or significantly deviate from the expected goal. （3） Identification and rectification of internal control defects 1 Identification and rectification of internal control defects in financial reporting 1.1 Major defects
Whether the company has major defects in internal control over financial reporting during the reporting period □ yes √ no 1.2 Important defects
Whether the company has significant defects in internal control over financial reporting during the reporting period □ yes √ no 1.3 General defect free 1.4 After the above rectification, on the benchmark date of the internal control evaluation report, does the company have any major defects in the internal control of financial reporting that have not been rectified □ yes √ no 1.5 After the above rectification, on the benchmark date of the internal control evaluation report, does the company have any important defects in the internal control of financial reporting that have not been rectified □ yes √ no
2. Identification and rectification of internal control defects in non-financial reporting 2.1 Major defects
Whether the company found any major defects in internal control over non-financial reporting during the reporting period □ yes √ no 2.2 Important defects
Whether the company found any significant defects in internal control over non-financial reporting during the reporting period □ yes √ no 2.3 General defect
None 2.4 After the above rectification, on the benchmark date of the internal control evaluation report, does the company find any major defects in the non-financial reporting internal control that have not been rectified □ yes √ no 2.5 After the above rectification, on the benchmark date of the internal control evaluation report, whether the company finds any important defects in non-financial reporting internal control that have not been rectified □ yes √ no IV Description of other major matters related to internal control 1 Rectification of internal control defects in the previous year □ applicable √ not applicable 2 Operation of internal control in this year and improvement direction in the next year
√ applicable □ not applicable
Internal control operation: the company comprehensively evaluated the effectiveness of the implementation of the company's internal control system in accordance with the internal evaluation guidelines and regulatory requirements, combined with the actual situation of the company, focusing on the internal environment, risk assessment, information and communication of control activities, internal supervision and other requirements. The internal control of the company shall follow the principle of unified leadership and hierarchical management, that is, the audit committee of the board of directors and the audit department shall take the lead and transfer relevant personnel from relevant departments of the company and subsidiaries to form an internal evaluation
