About Chengdu Rml Technology Co.Ltd(301050)
Verification opinions of internal control evaluation report in 2021
According to the requirements of relevant laws, regulations and normative documents such as the measures for the administration of securities issuance and listing recommendation business and the guidelines for information disclosure of listed companies of Shenzhen Stock Exchange No. 6 – recommendation business, Citic Securities Company Limited(600030) (hereinafter referred to as ” Citic Securities Company Limited(600030) ” or “recommendation institution”) serves as the recommendation institution for Chengdu Rml Technology Co.Ltd(301050) (hereinafter referred to as ” Chengdu Rml Technology Co.Ltd(301050) ” or “company”) to issue shares for the first time and list on the gem, The verification opinions on the self evaluation report on internal control in Chengdu Rml Technology Co.Ltd(301050) 2021 (hereinafter referred to as the “evaluation report”) are as follows:
1、 Verification work carried out by the recommendation institution
Citic Securities Company Limited(600030) sponsor representatives consulted the minutes of the board of directors, internal audit report, annual internal control self-evaluation report, report of the board of supervisors, as well as various business and management rules and regulations, from the construction of the company’s internal control environment and internal control system The integrity, rationality and effectiveness of its internal control system were verified in terms of the implementation of internal control.
2、 Internal control evaluation
(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 subsidiary Chengdu lightning microcrystalline Technology Co., Ltd. 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.
The main businesses and matters included in the evaluation scope include: organizational structure, human resources, capital activities, procurement business, asset management, cost accounting and management, sales business, investment management, research and development, production management, financial report and information disclosure management control.
1. Organizational structure
In order to effectively plan, coordinate and control business activities, the company has reasonably determined the form and nature of organizational units, implemented the principle of separation of incompatible positions, scientifically divided the responsibilities and authorities within each organizational unit, and formed a mutual check and balance mechanism. The company has designated special personnel to be specifically responsible for internal audit and ensure the implementation of relevant accounting control systems.
2. Human resources
The company has established and implemented more scientific personnel management systems such as employment, training, job rotation, assessment, reward and punishment, promotion and elimination, and hired enough personnel to complete the assigned tasks. The company also carries out various forms of post training and education for different posts according to the needs of actual work, so that employees can be competent for their current jobs.
3. Fund management
The company has established strict authorization and approval procedures for the revenue and expenditure and custody of monetary funds. Incompatible positions for handling monetary funds business have been separated, and there are mutual constraints between relevant institutions and personnel. The company has defined the scope of use of cash and the provisions that should be observed when handling cash revenue and expenditure business in accordance with the Interim Regulations on cash management of the State Council. The company has formulated the settlement procedures for bank deposits in accordance with the payment and settlement measures of the people’s Bank of China and relevant regulations. The company stipulates that subordinate enterprises are strictly prohibited from futures trading, lending excess funds to units without authorization, raising funds from employees, and setting up private bank accounts. The company has no major inappropriateness affecting the safety of monetary funds. The company has formed a management system for financing business, which can reasonably determine the financing scale and financing structure, select appropriate financing methods, and strictly control financial risks to reduce capital costs. The funds raised by the company did not deviate seriously from the original plan.
4. Procurement business
The company has established a stable supplier supply channel, classified the raw materials to be purchased, and reviewed the supplier data to ensure that the purchased raw materials can meet the needs of the company’s operation. The company has reasonably planned and established institutions and posts for procurement and payment business. The purchase requisition, approval, purchase and acceptance procedures of inventory are clarified. The payment of accounts payable and prepayments can only be handled after the relevant procedures are complete.
5. Asset management
The company has established a post responsibility system for physical asset management, which can control the key links such as acceptance and warehousing, receiving and issuing, storage and disposal of physical assets, and has taken measures such as division of responsibilities, regular physical inventory, property records, account verification and property insurance, which can effectively prevent the theft, theft, damage and major loss of various physical assets.
6. Cost accounting and management
The company has established a cost control system and a comprehensive budget system, which can do a good job in the basic work of cost management and budget, and clarify the expense standard. However, it is not in-depth and timely in comparing the actual performance and planned objectives in time and applying the comparison results to the actual work.
7. Sales business
The company has formulated a relatively feasible sales policy, and has made clear provisions on the pricing principle, credit standards and conditions, collection method, responsibilities and authorities of institutions and personnel involved in sales business. The sale of goods and provision of labor services between enterprises within the scope of the joint stock company shall be settled according to the unified internal settlement price. Implement the responsibility system of Dunning and collection. The company and subordinate enterprises will implement the collection responsibility to the sales department, and take the recovery rate of sales payment as one of the main assessment indicators. In terms of authority, within the authorization scope of the headquarters of the company, subordinate enterprises can independently handle the business of selling goods, providing labor services and payment settlement.
8. Investment management
In order to strictly control the investment risk, the company has established a more scientific decision-making procedure for foreign investment and implemented the responsibility system for major investment decisions. The corresponding authority for foreign investment is concentrated in the headquarters of the company (adopting the mechanism that different investment amounts are decided by the power organs at different levels of the company). Strong management of investment project initiation, evaluation, decision-making, implementation, management, income, investment disposal and other links. The company has not seriously deviated from the company’s investment policies and procedures.
9. Research and development
The company has established a sound R & D system and set up many departments and groups, such as project marketing department, R & D department, basic process group of production department and new product introduction engineering group. The company has established a sound R & D project initiation system, which clearly stipulates the initiation, implementation, assessment, review and reward of R & D projects of new products, new technologies and new processes; The company has formulated the new product trial production process control procedure to control the new product trial production process, so as to ensure that the quality characteristics of the trial produced new products meet the requirements of design and development; The company has also established the design and development control procedure to control the whole process of design and development to ensure that the products can meet the needs and expectations of customers and the requirements of relevant laws and regulations.
10. Production management
The company has established a production management system to standardize the preparation of production plan, organize production according to the production plan, determine process requirements according to product characteristics, strictly implement production process discipline and process quality control, supervise and test the implementation of the plan, revise and adjust the plan in time, meet the actual production capacity and development needs of the company, and ensure the safety and stability of production and operation activities, and timely and accurate production cost accounting.
11. Financial Report
The Finance Department of the company is responsible for preparing the company’s financial report, and completing the work in strict accordance with the provisions of national accounting policies and other laws and relevant internal control systems of the company, so as to ensure the authenticity, accuracy and integrity of the company’s financial report. For the company’s annual financial report, the company employs an accounting firm to audit according to regulations, and the accounting firm issues an audit report to ensure the authenticity and integrity of the company’s financial report. At the same time, for the implementation of the information disclosure management system of the financial report, timely register and supervise the relevant insiders to ensure that the company’s financial information will not be disclosed in advance.
12. Information disclosure management control
In order to regulate the company’s information disclosure and ensure that the information disclosure is true, accurate, complete and timely, the company has formulated the internal reporting system of major information, information disclosure management system and investor relations management system in accordance with the securities law and other relevant laws, regulations, normative documents and the articles of Association. These systems clarify the procedures for major information reporting, approval and disclosure, and clarify the responsibilities and obligations of the company’s managers in information disclosure and investor relations management. The system helps to strengthen the information communication between the company and investors, improve the standard operation and corporate governance level, and effectively protect the legitimate rights and interests of investors. The internal control of the company’s information disclosure has been effectively implemented without internal information disclosure and insider trading, so as to protect the investors’ right to know and decision-making participation, and effectively protect the legitimate rights and interests of investors.
(II) basis of internal control evaluation and identification standard of internal control defects
The company organizes and carries out internal control evaluation on the basis of daily and special supervision of internal control according to the enterprise internal control standard system and in combination with the company’s internal control system and evaluation methods.
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. The identification standards of internal control defects determined by the company are as follows: 1. Identification standards of internal control defects in financial reports
(1) The quantitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Quantitative standard of defect grade
Misstatement of major defects ≥ 1.5% of total assets;
Or misstatement ≥ 5% of total profits
1% of the total amount of major defective assets ≤ misstatement ＜ 1.5% of the total amount of assets;
Or 3% of total profit ≤ misstatement ＜ 5% of total profit
General defect misstatement 1% of total assets;
Or misstatement 3% of total profit
(2) The qualitative criteria for the evaluation of internal control defects in financial reporting determined by the company are as follows:
Signs of significant deficiencies in financial reporting include:
1) Fraud by directors, supervisors and senior managers of the company;
2) There is a material misstatement in the current financial report, but the internal control fails to find the misstatement in the operation process; 3) The supervision of the audit committee and the internal audit department on the internal control of financial reports is invalid;
4) The major errors in the announced financial report shall be corrected.
Signs of significant deficiencies in financial reporting include:
1) Failure to select and apply accounting policies in accordance with GAAP;
2) 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 refer to other control defects except major defects and important defects.
2. Identification standard of internal control defects in non-financial reporting
(1) The quantitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Quantitative standard of defect grade
1. During the evaluation period, the total direct net property loss caused by imperfect internal control design or non-standard operation is ≥ 1% of the major defect of the latest audited total net assets;
2. Potential negative impact: it has been officially disclosed and has a significant negative impact on the company.
1. 0.5% of the total net assets audited in the latest time ≤ the total net significant defect loss of direct property caused by imperfect internal control design or non-standard operation during the evaluation period 1% of the total net assets audited in the latest time;
2. Potential negative impact: it was punished by national government departments, but did not have a significant negative impact on the company.
1. During the evaluation period, the total direct net property loss caused by imperfect internal control design or non-standard operation is less than 0.5% of the general defect of the latest audited total net assets;
2. Potential negative impact: it was punished by government departments below the provincial level (including the provincial level), but did not have a significant negative impact on the company.
(2) The qualitative criteria for the evaluation of internal control defects in non-financial reporting determined by the company are as follows:
Signs of significant deficiencies in non-financial reporting include:
1) The company’s relevant regulations or actual behavior seriously violates national laws and regulations;
2) Unscientific decision-making procedure leads to major decision-making mistakes;
3) Lack of institutional control or systematic failure of important business;
4) Safety, environmental protection accidents and other matters that have a significant negative impact on the company;
5) The “major defects” identified in the internal control evaluation have not been rectified;
Indications of non-financial reporting material deficiencies include:
1) Defects in important business systems or systems;
2) Important defects found in internal control and internal supervision are not rectified in time;
3) The operation efficiency of important business systems is low.
General defects of internal control over non-financial reporting: other control defects except major defects and important defects.
(III) identification and rectification of internal control defects
1. Defects in internal control over financial reporting
