Sinolink Securities Co.Ltd(600109)
About Shenzhen oceanwide Tonglian Precision Manufacturing Co., Ltd
2021 continuous supervision and tracking report
In accordance with the provisions of relevant laws and regulations such as the measures for the administration of securities issuance and listing recommendation business, the rules for the listing of shares on the science and Innovation Board of Shanghai Stock Exchange, the guidelines for the self-discipline supervision of companies listed on the science and Innovation Board of Shanghai Stock Exchange No. 1 - standardized operation, and the measures for the continuous supervision of companies listed on the science and Innovation Board (Trial), Sinolink Securities Co.Ltd(600109) (hereinafter referred to as "sponsor") as the sponsor of continuous supervision of Shenzhen oceanwide UnionPay Precision Manufacturing Co., Ltd. (hereinafter referred to as "UnionPay precision" company), is responsible for the continuous supervision after the listing of UnionPay precision and issues this continuous supervision tracking report.
1、 Continuous supervision
No. work content and continuous supervision
Establish, improve and effectively implement the continuous supervision system, and the recommendation institution has established, improved and effectively implemented it
1. Formulate corresponding continuous supervision system for specific continuous supervision work, and formulate corresponding continuous supervision system for work
Make a plan make a plan
According to the relevant provisions of the CSRC, under the continuous supervision, the recommendation institution has signed the recommendation agreement with UnionPay precision
2. Sign an agreement with the listed company or relevant parties before the commencement of the work, which defines the continuous progress of both parties
The continuous supervision agreement specifies the rights and obligations of both parties during the continuous supervision period, and shall be reported to Shanghai
And report to the Shanghai stock exchange for the record
Through daily communication, regular or irregular
3 through daily communication, regular return visit, on-site inspection, regular return visit as far as possible, on-site inspection and other ways to understand
Carry out continuous supervision in the form of post investigation, the business situation of UnionPay precision, and the development of UnionPay precision
Continuous supervision was carried out
During the period of continuous supervision, in accordance with relevant regulations, the unified precision of listed companies did not meet the requirements during the period of continuous supervision
(4) where a public statement is made on an illegal matter, the recommendation institution shall make a public statement in accordance with the relevant provisions before disclosure
Violations of laws and regulations reported to the Shanghai Stock Exchange and approved by the Shanghai Stock Exchange
After being reviewed by the exchange, it will be announced on the designated media
During the period of continuous supervision, the listed company or relevant parties
Those who violate laws and regulations, violate commitments and other matters shall be found by themselves
5 or report to Shanghai Securities unification union precision within five working days from the date of discovery, and there is no violation during the continuous supervision
The report of the stock exchange, including the listed company's violation of laws or regulations or breach of commitments
Relevant parties violate laws and regulations, violate commitments, etc
Specific conditions of the project, supervision measures taken by the sponsor, etc
No. work content and continuous supervision
During the period of continuous supervision, the supervisor of the recommendation institution shall uniformly supervise the listed company and its directors, supervisors, senior management 6 personnel and their directors, supervisors and senior management personnel to abide by laws, regulations and departmental rules, and the Shanghai securities exchange personnel to abide by laws, regulations, departmental rules, business rules and other normative documents issued by the securities exchange, And earnestly fulfill its commitments and other normative documents, and earnestly fulfill its commitments
Supervise listed companies to establish, improve and effectively implement corporate governance, and the recommendation institution shall urge unified precision to establish and improve the corporate governance system in accordance with relevant rules and regulations, including but not limited to the shareholders' meeting and the board of directors, the rules of procedure of the board of directors and the board of supervisors, as well as the directors, supervisors and senior executives, and strictly implement the corporate governance system
Code of conduct of senior managers, etc
Supervise listed companies to establish, improve and effectively implement internal control. The sponsor has verified the internal control system of UnionPay precision, including but not limited to financial management system, accounting audit design, implementation and effectiveness, 8 accounting system and internal audit system, as well as raising funds to make the internal control system of UnionPay precision comply with relevant laws and regulations, related party transactions, external guarantee, external investment Derivative requirements have been effectively implemented, which can ensure the standardized operation of major business decisions such as biological products trading and control over subsidiaries
Policy procedures and rules, etc
Supervise listed companies to establish, improve and effectively implement information systems
Disclosure system, review the information disclosure documents and other relevant documents, and the sponsor urges UnionPay precision to establish and improve 9 letters, and has sufficient reasons to believe that the listed company's interest disclosure system to Shanghai is strictly implemented, and the documents submitted by UnionPay stock exchange are free of false records, false precision information disclosure documents and other relevant documents, guiding statements or major omissions
Information disclosure documents of listed companies and to the CSRC
And other documents submitted by Shanghai Stock Exchange
Review in advance and review the existing information disclosure documents and
Urge the company to make corrections or supplements when necessary, and the company will not make changes
If it is positive or supplementary, it shall timely report to the Shanghai stock exchange the information disclosure document of the sponsor on UnionPay precision; The event that the information disclosure documents of listed companies are not reviewed, and there is no situation that should be reviewed before Shanghai Securities Exchange and reported to the stock exchange when the listed companies fulfill the obligation of information disclosure
Complete the review of relevant documents within five trading days after
Work and supervise the information disclosure documents with problems in time
Urge the listed company to make corrections or supplements, and the listed company will not make changes
If it is being or supplemented, it shall be reported to Shanghai Stock Exchange in time
Pay attention to the listed company or its controlling shareholders and actual control
The person, director, supervisor and senior management are subject to the administrative punishment of China UnionPay precision and its controlling shareholder, the actual control 11 CSRC, the disciplinary officer, director, supervisor and senior management of Shanghai Stock Exchange are not divided, or the supervision concern letter is issued by Shanghai Stock Exchange
And urge them to improve the internal control system and adopt
Take measures to correct
Continue to pay attention to listed companies, controlling shareholders and actual control
12 people fulfill their commitments, and the listed company and its controlling shareholder, actual controller and actual controller fail to fulfill their commitments, and there is no failure to fulfill their commitments
Report to Shanghai Stock Exchange when necessary
No. work content and continuous supervision
Pay attention to public media reports on listed companies and timely
Check market rumors.
After verification
If the municipal company has major matters that should be disclosed but not disclosed, or the information that should be disclosed to Shanghai 13 is not inconsistent with the facts after verification by the recommendation institution, it shall timely urge the listed stock exchange to report the situation
The company truthfully discloses or clarifies; Listed companies shall not
Any disclosure or clarification shall be reported to Shanghai Stock Exchange in time
Sue
If one of the following circumstances is found, urge the listed company to make a decision
Explain and correct within a time limit, and report to Shanghai Stock Exchange at the same time
Report: (I) suspected of violating the Listing Rules
Relevant business rules; (II) securities service institutions and their signatures
There may be false records of professional opinions issued by personnel
14 years, misleading statements or major omissions and other violations of laws and regulations, unified precision did not happen
Form or other improper circumstances; (III) the company has an insurance policy
Articles 71 and 72 of the recommendation measures
situation; (IV) the company does not cooperate with the continuous supervision;
(V) the Shanghai Stock Exchange or the sponsor deems it necessary to report
Other situations reported
Formulate the on-site inspection work plan for listed companies, which indicates that the recommendation institution has formulated the relevant requirements for on-site inspection, ensured the on-site inspection work plan, and clarified the quality requirements for on-site inspection
If a listed company is under any of the following circumstances, it knows or
The special on-site verification shall be carried out within 15 days from the date of knowing
Investigation: (I) suspected of major financial fraud;
(II) controlling shareholders, actual controllers, directors and supervisors
16. Or the senior management is suspected of embezzling the listed company, and the above situation does not exist
Benefits; (III) there may be major breach of guarantee;
(IV) there are significant abnormalities in capital transactions or cash flows;
(V) the Shanghai Stock Exchange or the recommendation institution shall
Other matters during on-site verification.
2、 Problems found by the recommendation institution and the recommendation representative and their rectification
In 2021, the recommendation institution and the recommendation representative did not find any problems or situations requiring rectification in the company. 3、 Major risk matters
The main risks faced by the company are as follows:
(I) core competitiveness risk
1. Technological innovation risk
With the continuous development of MIM industry and the competition for higher performance of downstream products, MIM industry will continue to put forward higher requirements for customers. If the company fails to continuously enhance its technological innovation ability, improve its production process level and maintain rapid product renewal and iteration in the future market competition, it may face the risk of failing to meet the needs of the market and customers in time, which will have a certain adverse impact on the company's sustainable profitability and financial situation.
2. The structure of R & D personnel may lead to the risk of insufficient follow-up R & D capacity
As of December 31, 2021, the total number of R & D personnel of the company is 156, accounting for 18.27% of the total number of employees, of which the number of people with bachelor degree or above accounts for 24.36%. The existing R & D personnel structure of the company may not be able to continuously meet the needs of customers' product renewal and iteration, process and technology optimization and breakthrough, and rich application fields. The company must further expand the existing R & D personnel system and further improve the R & D innovation ability. If the company cannot continuously introduce excellent R & D personnel, it may lead to the risk of insufficient follow-up R & D capacity.
(II) operational risk
1. Risk of dependence on apple industry chain
In 2021, the company's sales revenue to apple and its designated EMS manufacturers accounted for 82.82% of the current operating revenue. The company's revenue from the apple industry chain accounts for more than 80% of the operating revenue, and the company is highly dependent on the apple industry chain. In addition, Apple's various consumer electronics products need to be updated and upgraded every other period of time. Accordingly, it will put forward iterative requirements for relevant products for component manufacturers. If the company cannot follow up Apple's product design and development needs in time, or there is a leapfrog technological breakthrough in the market in the short term and the company fails to follow up, the business cooperation between the company and Apple may face the risk of termination due to product iteration, which will affect the company's performance.
2. The risk that the company relies on outsourcing in the core feeding link
In 2021, the main raw material used by the company to produce MIM products was feed, which was mainly purchased from BASF, a world-famous feed manufacturer, and Chinese feed manufacturers. Feed suppliers are concentrated. In addition, during the reporting period, the product revenue generated by the company's outsourcing of feed materials accounted for a relatively high proportion, and the feed materials used by the company's products that generated the main revenue were mainly purchased. If BASF and China's major feed suppliers reduce production capacity and delivery capacity, the company's procurement channels, procurement quantity and procurement price may be adversely affected, affecting the company's daily production and operation.
3. Single risk in downstream application field of products
At present, the company's main MIM products cover multiple categories, such as MIM products for portable intelligent terminals, MIM products for intelligent wearable devices and MIM products for aerial photography UAVs. They are mainly used in tablet computers, UAVs and intelligent wearable devices. They all belong to the field of consumer electronics and have a relatively single application field. If the consumer electronics industry fails to maintain stable growth due to macroeconomic factors in the future, and the company fails to successfully expand the downstream application fields of new MIM products, it may have a certain impact on the company's operating performance.
(III) financial risk
1. Risk of fluctuation or decline of product gross profit margin
In 2021, the company's comprehensive gross profit margin was 39.84%, higher than the average level of comparable companies in the same industry, and remained at a relatively high level as a whole, but decreased compared with the previous year. If the exchange rate of RMB against the US dollar continues to grow in the future, or the company is unable to continuously develop high-quality customers in the future operation, the competition in downstream industries intensifies, the overall profitability of end customers declines, the company's technological innovation, process innovation and equipment automation development capabilities decline, the control ability of outsourcing suppliers decreases, or the cost of raw materials and labor fluctuates, The gross profit margin of relevant products of the company will have the risk of fluctuation or decline.
2. Exchange rate change risk
At present, the company's export revenue accounts for a relatively high proportion, and the company's production
