Nuode Investment Co.Ltd(600110)
2021 internal control evaluation report
Nuode Investment Co.Ltd(600110) 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. 4. Factors affecting the evaluation conclusion of internal control effectiveness from the benchmark date of internal control evaluation report to the date of issuance of internal control evaluation report □ applicable √ not applicable
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: functional departments of the company's headquarters, unincorporated units and subsidiaries. 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 100
The total operating income of the units included in the evaluation scope accounts for 100% of the total operating income in the company's consolidated financial statements The main operations and matters included in the scope of evaluation include:
Corporate strategic management, corporate governance, human resources, social responsibility, corporate culture, capital activities, asset management, financing and investment, procurement business, sales business, research and development, engineering construction, guarantee business, financial report, comprehensive budget, contract management, internal information transmission, information system, etc. 4. High risk areas of focus mainly include:
Enterprise strategic risk, capital construction and equipment transformation project business risk, enterprise stability risk, safety production and environmental protection risk, sales management risk, procurement management risk, product quality risk, clean government construction risk, legal risk, etc. 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 7 Other explanatory matters
None (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 and internal control system evaluation method. 1. Whether the specific identification standard of internal control defects is adjusted with that of previous years
□ yes √ no
According to the identification requirements of the enterprise internal control standard system for major defects, important defects and general defects, and in combination with factors such as the company's size, industry characteristics, risk preference and risk tolerance, the board of directors of the company distinguished internal control over financial reports from internal control over non-financial reports, studied and determined specific identification standards for internal control defects applicable to the company, which were consistent with those in 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
The potential misstatement amount of net profit is greater than or equal to the potential misstatement amount, greater than or equal to the potential misstatement amount, less than 6% of the annual audited net profit of the annual audited net profit, 6% or 10% lower than the audited net profit of the year, and not less than 1 million yuan. And not less than 500000 yuan. At 500000 yuan.
The total assets is greater than or equal to 1% of the total assets and less than 0.6% of the total assets
0.6%
Description: None
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
Major defects, alone or together with other defects, make it impossible to prevent or detect and correct major misstatement in the financial report in time.
In case of the following circumstances, it shall be deemed as a major defect:
(1) Fraud by directors, supervisors and senior managers;
(2) The enterprise corrects the published financial report;
(3) The certified public accountant finds that there is a material misstatement in the current financial report, but the internal control fails to find the misstatement in the operation process;
(4) The supervision of internal control by the audit committee and internal audit institutions is invalid.
Important defects 1) the company's supervision of internal control is invalid;
(2) Failure to select and apply accounting policies in accordance with generally accepted accounting standards, and failure to establish anti fraud procedures and control measures; (3) No corresponding control mechanism has been established or implemented for the accounting treatment of unconventional or special transactions, and there is no corresponding compensatory control;
(4) There are one or more defects in the control of the financial reporting process at the end of the period, and it can not reasonably ensure that the prepared 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: none 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:
Index name major defect quantitative standard important defect quantitative standard general defect quantitative standard
Direct property loss direct property loss ≥ 2 million yuan ≤ direct property loss direct property loss 1 million yuan 2 million yuan
Description: None
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
Major defects: (1) the company lacks democratic decision-making procedures, such as collective decision-making procedures;
(2) Unscientific decision-making procedures of the company, such as wrong decision-making;
(3) Violation of national laws and regulations, such as major production safety or environmental pollution accidents;
(4) Loss of management personnel or technicians in key positions;
(5) The results of internal control evaluation, especially major or important defects, have not been rectified;
(6) Lack of institutional control or systematic failure of important business.
Major defects shall be determined according to the degree of influence, except for other circumstances identified as major defects.
General defects shall be determined according to the degree of influence, except for other circumstances identified as major defects and important defects.
Note: none (III) 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 any major defects in internal control over financial reporting during the reporting period
□ yes √ no 1.2 Important defects
Whether the company has any significant defects in internal control over financial reporting during the reporting period
□ yes √ no 1.3 General defect
According to the above identification standards of internal control defects in financial reports, the company has no general defects in internal control over financial reports during the reporting period. 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
During the reporting period, the company may have general defects in non-financial reporting internal control in its daily operation and management. Due to the dual supervision mechanism of self-evaluation and internal audit, the company's internal control can find general defects in internal control in time, and has formulated rectification plans and implemented rectification measures for general defects in internal control, so as to control the losses caused by general defects in internal control, The above general defects of internal control do not have a material impact on the authenticity and accuracy of the company's financial reports. 2.4. After the above rectification, on the benchmark date of the internal control evaluation report, does the company find any major defects in 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, does the company find any important defects in the internal control of non-financial reporting 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
This year, the company continued to standardize the construction of internal control system, updated and improved the company's existing internal control manual in the headquarters of the company in combination with the results of internal control evaluation in 2021, and solidified and implemented it through the internal control evaluation system. From the perspective of business control, risk control has been carried out for the important business cycle of existing units. In 2022, the company will continue to deepen the construction of risk-oriented internal control system, further improve the internal control system, and strengthen the special internal control audit of outsourcing, sales management, R & D projects and infrastructure projects focusing on the whole process and all factor internal control evaluation of major events, important businesses and main risk areas, so as to promote the healthy and sustainable development of the company. 3. Description of other major events
□ applicable √ not applicable
Chairman (authorized by the board of directors): Chen Lizhi Nuode Investment Co.Ltd(600110) April 19, 2022
