Beijing Relpow Technology Co.Ltd(300593)
Self evaluation report on internal control in 2021
In accordance with the provisions of the basic norms of enterprise internal control and its supporting guidelines jointly issued by the Ministry of finance, the CSRC and other departments and other internal control regulatory requirements (hereinafter referred to as the enterprise internal control standard system), combined with the internal control system and evaluation methods of Beijing Relpow Technology Co.Ltd(300593) (hereinafter referred to as the company), on the basis of daily and special supervision of internal control, We evaluated the rationality, integrity and effectiveness of the establishment of internal control of the company as of December 31, 2021 (benchmark date of internal control evaluation report), and identified the defects existing in the design and operation of internal control. The self-evaluation of the company’s internal control related to the company’s financial statements as of December 31, 2021 is reported as follows:
1、 Important statement
Internal control is a process implemented by the board of directors, the board of supervisors, managers and all employees to achieve control objectives. It is the responsibility of the board of directors to establish and improve the internal control system and the effectiveness of its internal control according to the provisions of the company’s internal control report; 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 implementing the daily operation of the company’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 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、 Self evaluation conclusion of the company on internal control
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、 Scope, basis and defect identification standard of internal control evaluation
(I) evaluation scope of internal control
According to the risk oriented principle, the company determines the units, businesses and matters included in the evaluation scope and high-risk areas.
1. The main units included in the scope of evaluation include:
The units included in the evaluation scope include the company and its wholly-owned subsidiaries and holding subsidiaries. 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.
2. The main operations and matters included in the scope of evaluation include:
The main businesses and matters included in the evaluation scope include: corporate governance structure, organizational structure, development strategy, social responsibility, corporate culture, fund management, procurement and payment business, sales and collection business, contract management, human resources, asset management, subsidiary management, related party transactions, external guarantee, external investment, information disclosure management, raised funds, etc.
3. High risk areas of focus mainly include:
Capital, procurement, sales, contracts, assets, guarantee, investment and subsidiary management.
(II) basis of internal control evaluation and identification standard of internal control defects
The company organizes and carries out the annual internal control evaluation according to the requirements of the enterprise’s internal control standard system and in combination with the provisions of the company’s internal control related systems, processes, guidelines, evaluation methods and other relevant system documents. 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 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, risk tolerance and operation status, studied and determined the specific identification standards of internal control defects applicable to the company, which were consistent with those in previous years. The identification standards of internal control defects determined by the company are as follows: 1. Identification standards of internal control defects in financial reports
The quantitative standard takes the consolidated operating income and the total consolidated assets as the measurement indicators. When applicable at the same time, the lower principle shall be adopted.
Identification standards for defects
Level quantitative standard and qualitative standard
① Fraud that may be caused or caused by internal control defects of directors, supervisors and senior managers of the company;
(2) the company corrects the published financial report;
In case of major deficiency, it shall be measured by the consolidated operating income and the total assets found by the certified public accountant but not trapped by the company. If the lack of control identifies the recurrence in the current financial report, alone or together with other defects, it may lead to major misstatement;
When the amount of misstatement in the financial report exceeds 5% of the company’s business income and total consolidated assets by the audit committee and audit department; The supervision of external financial reports and internal control over financial reports is invalid.
Internal control defects may lead to or lead to ① losses caused by failure to select and apply in accordance with generally accepted accounting standards and accounting policies consistent with income statement and asset management;
(2) no anti fraud procedures and control measures have been established; And measure the total assets. If the defect ③ for the important defects of the accounting department of unconventional or special transactions, alone or in combination with other defects, the manager may not establish the corresponding control mechanism or the amount of misstatement in the financial report that is not trapped exceeds the implementation of the consolidated operation and there is no corresponding compensatory control;
Business income and 3% of the total consolidated assets, but less ④ when the control over the process of financial reporting at the end of the period is 5%; There are one or more defects and there is no reasonable guarantee that the prepared financial statements achieve the true and complete objectives.
Internal control deficiencies may cause or lead to
The losses incurred are consistent with the income statement and asset management
In case of general lack of customs clearance, it shall be measured by the consolidated operating income and the total amount of merged assets in addition to the above major defects and important defects. If there is no other control defect.
Trapping alone or in combination with other defects may result in
The amount of misstatement in the financial report is less than that of the consolidated business
Business income and 3% of the total consolidated assets.
2. identification standards for defects in internal control over non-financial reporting
Identification standards for defects
Level quantitative standard and qualitative standard
Internal control deficiencies may cause or cause
If the loss is related to the income statement and asset management, if the possibility of defects is high, it will be seriously deficient. It shall be measured by the indicators of reduced work efficiency or effect of consolidated operating income and total weight of consolidated assets, or serious turnover. If the defect alone or together with the uncertainty of the effect, or make it strict, other defects may cause the misstatement of the financial report to deviate from the strategic goal
Amount exceeding consolidated operating income and total consolidated assets
5% of the amount;
Internal control deficiencies may cause or cause
If the loss is related to the income statement and asset management, if the possibility of defects is high, it will be measured by the indicators of significant reduction in work efficiency or effect of consolidated operating income and total consolidated assets, or significant deficiency. If the defect alone or together with the uncertainty of the effect, or other defects, it may cause the misstatement of the financial report to significantly deviate from the strategic goal
Amount exceeding consolidated operating income and total consolidated assets
3% but less than 5% of the amount;
Internal control deficiencies may cause or cause
If the loss is related to the income statement and asset management, if the possibility of defects is small, it will be generally measured by the indicators of combined operating income and total reduction of work efficiency or effect of combined assets, or increase of effect. If the defect alone or together with the uncertainty of the result, or makes it deviate from the strategy, other defects may lead to the misstatement target of the financial report.
The amount is less than the consolidated operating income and total consolidated assets
At 3% of the amount.
3. 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, the company has no major defects and important defects in internal control of financial reporting during the reporting period.
(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, no major defects and important defects in the company’s internal control over non-financial reports were found during the reporting period.
4、 Internal control construction of the company
(I) construction and implementation of the company’s internal control system
The company has established a relatively perfect, sound and effective internal control system, which can be effectively implemented.
1. Internal control environment
(1) Governance structure
Basic information of Corporate Governance: in strict accordance with the requirements of laws and regulations such as the basic norms of enterprise internal control, the company law, the securities law and the guidelines for the governance of listed companies, the company has continuously improved the corporate governance structure, formulated the rules of procedure of the general meeting of shareholders, the rules of procedure of the board of directors, the rules of procedure of the board of supervisors and the working rules of the general manager, and clarified the responsibilities and authorities in decision-making, implementation and supervision, Form a scientific and effective division of responsibilities and check and balance mechanism, strengthen internal management and standardize the operation of the company.
Shareholders and general meeting of shareholders: the company ensures that all shareholders enjoy equal rights; Convening and convening of the general meeting of shareholders; Fully comply with the requirements and provisions of the articles of association and the rules of procedure of the general meeting of shareholders; For major related party transactions and other major matters of the company, the independent directors of the company have issued special opinions, and the company has signed relevant written agreements with related parties and disclosed information in a timely manner.
About the controlling shareholders and the company: the company and the controlling shareholders are completely separated in terms of business, personnel, assets, structure and finance. The company operates its business, institutional operation and financial accounting independently, and independently assumes its business responsibilities and risks. The board of directors, the board of supervisors and the internal management of the company operate independently to ensure that major decisions of the company can be made in accordance with legal procedures and norms.
About directors and the board of directors: the board of directors is responsible for the general meeting of shareholders and exercises the company’s business decision-making power according to law. The company has 9 directors, including 4 independent directors. The structure of the board of directors is reasonable, and the information of directors is true and complete. The candidates for directors have obtained the consent of relevant organizations and myself in advance, and have a written commitment. The above-mentioned personnel are qualified for the positions they are employed, and there are no situations in which they are prohibited from holding positions as stipulated in the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, the rules for independent directors of listed companies, the articles of association and other relevant provisions, There is also no case that it is determined by the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) as a person prohibited from entering the market and is in the period of prohibition. It has not been subject to any punishment and punishment by the CSRC and Shenzhen Stock Exchange. It is not a person subject to dishonesty. The audit committee, remuneration and assessment committee, strategy committee and Nomination Committee under the board of directors of the company have formulated the working rules of each special committee to provide professional opinions for the daily operation of the company and improve the operation efficiency of the board of directors. Independent directors serve as conveners of various professional committees. Matters involving professional affairs must be approved by the professional committee first, and then submitted to the board of directors for deliberation, so as to facilitate independent directors to better play their role.
Supervisors and the board of supervisors: the members of the board of supervisors of the company have relevant professional knowledge and work experience; The board of supervisors shall independently and effectively supervise the performance of duties and financial affairs of the company’s directors and senior managers in accordance with the powers conferred by the articles of Association; Attend the meetings of the board of directors as nonvoting delegates and put forward relevant suggestions and opinions to the board of directors. The company has two non employee representative supervisors; One employee representative supervisor is elected by the employee congress of the company. The above-mentioned personnel are qualified to serve as supervisors of listed companies as stipulated by laws and regulations. There is no situation that they are not allowed to serve as supervisors of the company as stipulated in the company law and the articles of association, and there is no situation that they have not been lifted as market prohibited persons determined by the CSRC. They have not been subject to any punishment and punishment by the CSRC and the stock exchange, and are not dishonest Executees.
Senior managers and managers: responsible for organizing and implementing the resolutions of the general meeting of shareholders and the board of directors, presiding over the daily operation and management of the company, involving investment, financing, guarantee, related party transactions or other major matters, which shall be submitted to the board of directors for decision-making in accordance with the provisions of the articles of association. The above-mentioned senior managers have the qualifications suitable for the exercise of their functions and powers, and are not allowed to serve as senior managers or secretary of the board of directors as stipulated in the company law, Shenzhen Stock Exchange GEM Listing Rules, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and the articles of association, and are not “dishonest Executees”, The prohibited person does not exist and the CSRC is not sure to enter the market
