Dongxing Securities Corporation Limited(601198)
Verification opinions on the 2021 internal control self evaluation report of Ganzhou Tengyuan cobalt new materials Co., Ltd
Dongxing Securities Corporation Limited(601198) (hereinafter referred to as ” Dongxing Securities Corporation Limited(601198) “) as a sponsor of Ganzhou Tengyuan cobalt industry new materials Co., Ltd. (hereinafter referred to as “Tengyuan cobalt industry” or “the company”) for initial public offering and listing on the gem, In accordance with the relevant provisions of the measures for the administration of securities issuance and listing recommendation business, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and the basic norms of enterprise internal control, The self-evaluation report on internal control of Ganzhou Tengyuan cobalt new materials Co., Ltd. in 2021 (hereinafter referred to as the “self-evaluation report on internal control”) was verified. The verification results and opinions are as follows:
1、 Dongxing Securities Corporation Limited(601198) conducted verification
Dongxing Securities Corporation Limited(601198) communicate with the internal audit department and the accounting firm employed by the company; Consult the minutes and resolutions of the general meeting of shareholders, the board of directors and the board of supervisors of Tengyuan cobalt industry, as well as various business and management rules and regulations; The integrity, rationality and effectiveness of the company’s internal control and the authenticity and objectivity of the internal control self-evaluation report were verified from the aspects of the company’s internal control environment, the construction of internal control system and the implementation of internal control.
2、 Evaluation of the company’s internal control
(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. Important businesses and matters included in the scope of evaluation include: internal environment, risk assessment, control activities, information transmission and communication, and internal supervision, specifically including:
1. Internal environment, including: governance structure, organizational structure, human resources, corporate culture, etc;
2. Risk assessment, mainly including identification and assessment of internal and external risks faced by the company;
3. Control activities, mainly including: Sales and collection, purchase and payment, product research and development, production management, inventory management, asset management, etc;
4. Information and communication;
5. Internal oversight.
The high-risk areas that the company focuses on mainly include all key business control links with the following characteristics: compliance with laws and regulations, authenticity of financial information, operation efficiency and effectiveness, asset safety, etc. 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 requirements of the enterprise internal control standard system and in combination with the relevant systems and evaluation methods of the company’s internal control. According to the identification requirements of the enterprise internal control standard system for major defects, important defects and general defects, combined with the factors such as the company’s scale, industry characteristics, risk preference and risk tolerance, the company distinguishes the internal control of financial reports from the internal control of non-financial reports, and studies and determines the specific identification standards of internal control defects applicable to the company.
1. Internal control standard of financial report
Identification standard
Defect grade
Quantitative and qualitative criteria
1. Invalid control environment;
1. Potential misstatement of total profits: 2. Fraud by directors, supervisors and senior managers, and the amount reported by the internal control system ≥ 5% of total profits; Failure to discover or carry out prior restraint control;
Major defects 2. Potential misstatement of total assets: error 3. The external auditor found that there were major misstatements in the financial statements, and the reported amount was ≥ 1% of the total assets. The internal control failed to find the false report during operation;
4. Other major defects that may affect the correct judgment of report users.
1. Potential misstatement of total profit: profit
5% of total profit misstated amount ≥ profit
1% of the total amount of important defects; The enterprise corrects the general errors in the published financial report.
2. Potential misstatement of total assets:
1% of total assets misstated amount ≥ assets
0.5% of the total output.
Identification standard
Defect grade
Quantitative and qualitative criteria
1. Potential misstatement of total profit:
General defect reporting amount ＜ 1% of total profit; Other control defects except major and important defects.
2. Potential misstatement of total assets:
Reported amount ＜ 0.5% of total assets.
2. Identification standard of internal control defects in non-financial reporting
Identification standard
Defect grade
Quantitative and qualitative criteria
1. Being punished by the regulatory authorities for serious violations of laws and regulations;
2. Lack of democratic decision-making procedures, unscientific decision-making procedures and major mistakes;
Direct financial loss ≥ assets 3. Many important businesses lack system control or system failure;
1% of the total amount of major defects 4. The company has serious quality, environment and occupational health and safety events; 5. The frequent occurrence of major negative news in the media has brought irreparable damage to the company’s reputation for a long time;
6. Major defects have not been rectified;
7. Other situations that may have a significant negative impact on the company.
1% of the total assets is greater than or equal to 0.5% of the total assets that fail to meet the criteria for major defects but have a significant negative impact on the company under the circumstances listed in the above non-financial report major defects or other circumstances.
General defect direct financial loss ＜ other control defects of assets except major and important defects.
Total 0.5%
(III) identification and rectification of internal control defects
1. Identification and rectification of internal control defects in financial reporting
According to the above identification standards of internal control defects in financial reporting, as of December 31, 2021, the company has no major defects and important defects in internal control of financial reporting.
2. Identification and rectification of internal control defects in non-financial reports
According to the above identification standards of internal control defects in non-financial reports, as of December 31, 2021, the company has found no major defects and important defects in internal control in non-financial reports.
3、 Description of other major matters related to internal control
The company has no other major matters related to internal control that need to be explained.
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.
From the base date of the internal control evaluation report to the issuance date of the internal control evaluation report, there are no factors affecting the evaluation conclusion of the effectiveness of internal control.
5、 Recommendation institution’s evaluation opinions on internal control
After verification, the sponsor believes that Tengyuan cobalt industry has established a relatively perfect corporate governance structure and has relatively complete rules and regulations related to corporate governance and internal control, which can ensure the healthy operation of the company’s business activities and the implementation of relevant national laws and regulations and individual internal rules and regulations. The existing internal control system complies with the relevant laws and regulations of China and the requirements of the securities regulatory authorities; Maintain effective internal control related to the business and management of the enterprise in all major aspects; Tengyuan cobalt’s internal control self-evaluation report truly and objectively reflects the construction and operation of its internal control system.
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(there is no text on this page, which is the signature page of Dongxing Securities Corporation Limited(601198) on the verification opinions on the 2021 internal control self evaluation report of Ganzhou Tengyuan cobalt new materials Co., Ltd.)
Sponsor representative:
Wu Dong, Cui Yongxin
Dongxing Securities Corporation Limited(601198) mm / DD / yyyy
