Huadian Heavy Industries Co.Ltd(601226)
Risk assessment report on China Huadian Group Finance Co., Ltd
In order to control the risk of continuous connected transactions between Huadian Heavy Industries Co.Ltd(601226) (hereinafter referred to as “the company”) and China Huadian Group Finance Co., Ltd. (hereinafter referred to as “Huadian finance company”), the company, in accordance with the relevant provisions of the guidelines for self discipline supervision of listed companies on Shanghai Stock Exchange No. 5 – transactions and connected transactions (SZF [2022] No. 6), Check the financial license, business license of enterprise legal person and other certificates of Huadian finance company, review the regular financial reports of Huadian finance company issued by Tianzhi International Certified Public Accountants (special general partnership) (with securities and futures related business qualification), including balance sheet, income statement, cash flow statement, etc., and conduct risk assessment on the connected transactions with Huadian finance company, The relevant information is reported as follows:
1、 Introduction to Huadian finance company
Huadian Finance Co., Ltd. is a national non bank financial institution approved by the Bank Of China Limited(601988) industry supervision and Administration Commission and reorganized and established on the basis of the former North nonferrous metals industry finance company in accordance with the measures for the administration of enterprise group finance companies. It is controlled by China Huadian Group Co., Ltd. (hereinafter referred to as “Huadian Group”) and jointly shared by 6 enterprises in the Huadian Group system. The basic information is as follows:
Registered capital: 5 billion yuan
Legal representative: Li Wenfeng
Address: 10th floor, West building, building 2, Xuanwumen inner street, Xicheng District, Beijing (postcode: 100031)
Business scope: handle financial and financing consulting, letter of credit and related consulting and agency business for member units; Assist member units to realize the receipt and payment of transaction funds; Approved insurance agency business; Provide guarantee to member units; Handle entrusted loans and entrusted investment between member units; Handle bill acceptance and discount for member companies; Handle the internal transfer settlement between member units and the corresponding settlement and clearing scheme design; Absorbing deposits from member units; Handle loans and financial leases for member units; Engage in interbank lending; Issue financial corporate bonds upon approval; Underwriting corporate bonds of member units; Equity investment in financial institutions; Securities investment; Consumer credit, buyer’s credit and financial leasing of products of member units Bank Of China Limited(601988) other businesses approved by the Industry Regulatory Commission.
Financial license institution code: l0024h2111 Ping An Bank Co.Ltd(000001)
Unified social credit Code: 9111 Shenzhen Properties & Resources Development (Group) Ltd(000011) 7783037m
Composition of shareholders:
No. shareholder name investment amount (10000 yuan) shareholding ratio (%)
1 China Huadian Group Co., Ltd. 20547110 41.09
2 China Huadian Group Capital Holding Co., Ltd. 11770500 23.54
3 Huadian Power International Corporation Limited(600027) 82,308.90 16.46
4 Huadian Coal Industry Group Co., Ltd. 5000000 10.00
5 Guizhou Wujiang Hydropower Development Co., Ltd. 2473000 4.95
6 China Huadian technology and Industry Group Co., Ltd. 1978500 3.96
Total 50000000 100
2、 Operation and risk management of Huadian finance company in 2021
(I) operation of Huadian finance company
In 2021, Huadian finance company realized an operating income of 1.764 billion yuan, including a net interest income of 1.072 billion yuan, an operating cost of 769 million yuan, a total profit of 1.152 billion yuan and a net profit after tax of 949 million yuan.
As of December 31, 2021, Huadian finance company had 5.871 billion yuan in bank deposits and 3.044 billion yuan in deposits with the central bank.
(II) risk management of Huadian finance company
Huadian Finance Co., Ltd. did not have major risk events and liability accidents in 2021, all regulatory indicators reached the standard, and there was no violation of the measures for the administration of enterprise group financial companies and other provisions. Of which:
1. Completion value of industry regulatory indicators
As of December 31, 2021, all regulatory indicators of Huadian finance company have met the specified requirements.
Standard value of S / n index actual value on December 31, 2021
1. Capital adequacy ratio ≥ 10% 12.76%
2. Proportion of borrowed funds ≤ 100% 0
3. Investment proportion ≤ 70% 55.37%
4 guarantee ratio ≤ 100% 25.24%
5. Liquidity ratio ≥ 25% 29.24%
6. Non performing assets ratio ≤ 4% 0
7. Non performing loan ratio ≤ 5% 0
2. Implementation of risk control measures
(1) Control environment
Huadian finance company has established a governance structure with the board of shareholders, the board of directors, the board of supervisors and senior management as the main body. Regular and interim meetings shall be held on time in accordance with the articles of association and the rules of procedure of the shareholders’ meeting, the board of directors and the board of supervisors.
The board of directors and the board of supervisors of the company are responsible to the shareholders’ meeting to safeguard the legitimate rights and interests of the company and all shareholders. The board of directors and the board of supervisors can strictly implement the authorization of the general meeting of shareholders to the board of directors and the board of supervisors, as well as implement the resolutions of the general meeting of shareholders.
Huadian finance company adheres to the internal control concept of “giving priority to internal control and system first”, and runs the control concept through various links such as corporate governance, risk control, business management and performance evaluation. The current rules and regulations cover all aspects of business management, such as corporate governance, personnel management, settlement management, financial management, credit management, investment management, information construction, internal audit, Party mass management and so on.
(2) Risk identification and assessment
Huadian finance company has established a perfect authorization management system. The division of responsibilities among departments and posts is clear, and the reporting relationship at all levels is clear. Through the reasonable setting of departments and post responsibilities, a risk control mechanism of mutual supervision and restriction between departments and posts is formed. Each department shall identify and evaluate the relevant business risks of the Department within its scope of responsibility according to the division of functions, and formulate their own different risk control strategies, standardized operation processes and corresponding risk response measures according to the evaluation results. Huadian finance company has established credit evaluation system and risk monitoring and early warning system to improve the efficiency, quality and technical level of risk identification and evaluation, monitoring and reporting.
(3) Risk control activities
1) Fund management
In accordance with the relevant rules and regulations of the people’s Bank of China and the China Banking and Insurance Regulatory Commission, Huadian finance company has formulated business management measures and business operation processes such as fund plan management measures, fund business management measures, interbank lending business operation manual and interbank deposit business operation manual, so as to effectively control business risks.
In terms of fund plan management, the business operation of Huadian finance company strictly follows the asset liability management of the measures for the management of enterprise group financial companies, and ensures the safety, liquidity and efficiency of the company’s funds through the formulation and implementation of fund plan management, interbank fund borrowing management and other systems. In terms of deposit business of member units, Huadian finance company strictly follows the principles of equality, voluntariness, fairness and good faith to ensure the safety of funds of member units and safeguard the legitimate rights and interests of all parties.
In terms of centralized fund management and internal transfer settlement business, member units open settlement accounts in Huadian finance company, and realize fund settlement by logging in to the cash management system and submitting written instructions to Huadian finance company, so as to strictly ensure the safety, quickness and smoothness of settlement, and have high data security.
In terms of external financing, Huadian finance company’s financing business mainly includes issuing financial bonds and interbank borrowing. The issuance of corporate financial bonds, interbank lending and other financing businesses shall be handled in strict accordance with the relevant provisions of the people’s Bank of China and the financial regulatory authorities, the company’s management measures and other internal system requirements.
2) Credit business control
In terms of credit management, the loan management implements the customer manager responsibility system, and the loan object of Huadian finance company is limited to the member units of China Huadian Group Co., Ltd. According to the different characteristics of various businesses, Huadian finance company has formulated the measures for the management of credit business, the measures for the management of intermediary business, the measures for the management of loan business, the measures for the management of commercial bill business, the measures for the management of guarantee business, the measures for the management of post loan, the rules for the evaluation and calculation of comprehensive credit line, the detailed rules for the implementation of comprehensive credit and the credit business operation manual to standardize the operation processes of various businesses. Established a complete credit management system before, during and after loan, and realized the credit approval process of separation of loan approval and hierarchical approval.
The approval of credit line and the issuance of credit assets of Huadian finance company shall be decided by the risk control committee. The credit and loan applications approved by the customer service department shall be approved by the risk management department in accordance with the decision of the risk control committee.
In terms of post loan management, Huadian finance company carries out post loan management in strict accordance with its operating procedures for post loan management. Continuously strengthen the tracking and monitoring of the project, timely discover and resolve potential credit risks, and make every effort to ensure the safety of credit funds. Through daily monitoring of business credit risk exposure, multi-dimensional identification, monitoring and analysis of credit risk, real-time monitoring of loan concentration risk and controlling it within a reasonable range. Regularly classify the risks of credit assets and make provision for loan losses to ensure the good quality of credit assets.
3) Investment business control
Huadian finance company has formulated relevant systems such as financial investment business management measures, equity investment management measures, financial investment business operation manual and working procedures of investment decision-making committee, which defines the rights and responsibilities of the board of directors, professional committees, management and relevant departments, so as to ensure that investment decision-making, transaction execution, accounting and risk control are independent and balanced with each other. On the premise of strictly controlling investment risks, we will invest prudently and steadily.
Huadian finance company shall formulate the market risk management strategy and annual investment plan at the beginning of the year, clarify the market risk investment limit, investment portfolio and investment limit, and implement it after being approved by the board of directors. Huadian finance company implemented the collective deliberation and decision-making mechanism of the investment decision-making committee, strengthened the decision-making responsibility, prudently participated in the secondary market investment, strengthened the active management of the target, chose the opportunity to reduce the position, spared no effort to resolve the market risk of stock fixed increase business, and effectively controlled the risk exposure.
4) Internal audit control
Huadian finance company implements the internal audit supervision system, establishes the internal audit department responsible for the board of directors, establishes the internal audit management measures and operating procedures, and carries out internal audit and supervision on the economic activities of Huadian finance company. The Audit Department of Huadian finance company is responsible for the internal audit business, supervising and inspecting the implementation of internal control, the legitimacy, compliance, risk, accuracy and effectiveness of business and financial activities of Huadian finance company, finding weak links in internal control, imperfect management and various risks caused thereby, and putting forward valuable improvement opinions and suggestions to the management.
(4) Information system control
Huadian finance company follows one data center, four application platforms, one infrastructure and two guarantee systems to carry out system construction step by step. The existing information system of Huadian finance company includes business application platform, comprehensive management platform, risk management platform and service application platform. These four information platforms achieve the objectives of covering basic business, ensuring settlement security and service support, and the system operation is safe and reliable. No information security incidents occurred in 2021.
(5) Overall evaluation of internal control
Huadian finance company has perfect internal control system and effective implementation. It has better controlled the risk of capital flow in terms of capital management and established credit business risk control procedures in terms of credit business, so as to control the overall risk at a reasonable level.
3、 Deposits and loans of the company in Huadian finance company
As of December 31, 2021, the company’s deposit balance in Huadian finance company was 2091766700 yuan and the loan balance was 30 million yuan.
The deposit security and liquidity of the company in Huadian finance company are good, and there is no delay in payment due to insufficient cash position of Huadian finance company.
4、 Risk assessment opinions
Based on the above analysis and judgment, the company believes that:
1. Huadian finance company has legal and valid financial license and business license of enterprise legal person.
2. It is not found that Huadian finance company violates the provisions of the measures for the administration of enterprise group financial companies issued by Bank Of China Limited(601988) Insurance Regulatory Commission, and the asset liability ratio of Huadian finance company meets the requirements of the measures.
