Securities code: 000007 securities abbreviation: Shenzhen Quanxinhao Co.Ltd(000007) Announcement No.: 2022-010 Shenzhen Quanxinhao Co.Ltd(000007)
With regard to the rectification report on the decision of Shenzhen Securities Regulatory Bureau to order the company to take corrective measures, the company and all members of the board of directors guarantee that the content of information disclosure is true, accurate and complete, and there are no false records, misleading statements or major omissions.
Shenzhen Quanxinhao Co.Ltd(000007) (hereinafter referred to as “the company”) received the decision on Issuing corrective measures for Shenzhen Quanxinhao Co.Ltd(000007) [2021] No. 121 (hereinafter referred to as “the decision on ordering corrective measures”) issued by Shenzhen regulatory bureau of China Securities Regulatory Commission (hereinafter referred to as “the Shenzhen Securities Regulatory Bureau”), and the Shenzhen Securities Regulatory Bureau took regulatory measures to order the company to make corrections, And require the company to rectify the problems pointed out in the decision on ordering corrective measures. For details, please refer to the company’s website (www.cn.info, com. CN.) on November 25, 2021 Announcement on receiving the decision of Shenzhen Securities Regulatory Bureau on ordering corrective measures (Announcement No.: 2021-087).
After receiving the decision on ordering corrective measures, the company paid close attention to it, timely informed and communicated it to all directors, supervisors, senior managers and personnel of relevant departments, and quickly convened relevant departments and personnel to comprehensively sort out the problems involved in the decision on ordering corrective measures. At the same time, in accordance with the company law of the people’s Republic of China The securities law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange and other relevant laws and regulations, as well as the requirements of the articles of association, conducted in-depth self-examination on the problems raised in the decision on ordering corrective measures, designated practical and feasible rectification plans, and submitted the rectification report to Shenzhen Securities Regulatory Bureau. The rectification report was reviewed and approved at the 25th (Interim) meeting of the 11th board of directors and the 17th (Interim) meeting of the 11th board of supervisors on January 26, 2022. The specific rectification report is as follows:
1、 General arrangement for the company to carry out special rectification
(I) organize the establishment of rectification Working Group
In order to implement the relevant requirements in the decision on ordering corrective measures issued by Shenzhen Securities Regulatory Bureau, the company established a rectification team to coordinate the implementation of the rectification plan. The chairman served as the team leader to organize all departments of the company to do a good job of rectification. The management of the company is responsible for the specific implementation of the rectification plan.
(II) carry out in-depth self inspection and formulate rectification plan
The company’s special rectification team, directors, supervisors, senior managers and personnel of relevant departments shall set an example, follow the principle of seeking truth from facts, conduct in-depth self-examination on the problems involved in the decision on ordered corrective measures in strict accordance with relevant laws and regulations, and feed back to the rectification plan.
(III) implement responsibilities and improve governance level
The company’s special rectification team is responsible for the rectification plan, ensuring the implementation of the rectification plan through responsibility to people, continuous improvement and standardized measures. At the same time, actively mobilize the employees’ sense of “ownership”, improve the company’s standard operation and information disclosure level, and ensure the company’s compliant operation and standard operation.
2、 Rectification (I) the standardized operation of corporate governance is not in place
1. Untimely information disclosure
Details of the problem: Lu Boyu, the general manager of the company, suspended the general manager and the chairman of the board of directors on his behalf because of the large losses of the company’s securities investment projects in 2020. In order to cooperate with the company’s investment matters to conduct internal self-examination and understand the situation, he did not disclose the relevant information in time, The above-mentioned matters violate paragraph 1, paragraph 2 and item 7 of Article 30 of the measures for the administration of information disclosure of listed companies (Order No. 40 of the CSRC).
Rectification measures:
The company has held a meeting to discuss with the special group on the investigation results of securities investment projects that have been launched, and to talk with Mr. Lu Bo, the general manager who has been suspended. The company was established on December 6, 2021
Mr. Lu Bo, the general manager, was reinstated from the th.
In view of the company’s failure to disclose information in a timely manner, the company has instructed the office of the board of directors to strengthen its work and business ability, seriously study securities laws and regulations, strictly implement the administrative measures for information disclosure of listed companies, guidelines for standardized operation of listed companies of Shenzhen Stock Exchange and other rules and regulations, timely fulfill the obligation of information disclosure and improve the standardized operation level of the company.
Department responsible for rectification: the board of directors and the office of the board of directors of the company
Rectification time: it has been completed and will continue to be standardized in the future
2. The operation of the board of directors and the general meeting of shareholders is not standardized
Details of the problem: some directors and supervisors of the company were absent from the general meeting of shareholders and the board of directors for no reason. The above matters violated Article 121 of the guidelines for the articles of association of listed companies and Article 26 of the rules for the general meeting of shareholders of listed companies.
Rectification measures: strengthen the study of securities laws and regulations, organize the company’s directors, supervisors, senior managers and responsible persons of relevant departments to seriously study the company law, securities law, stock listing rules of Shenzhen Stock Exchange and guidelines for standardized operation of listed companies of Shenzhen Stock Exchange, and other laws, regulations and business norms, and strictly require all directors, supervisors Senior managers shall attend the board of directors, the board of supervisors and the general meeting of shareholders as required. Those who are unable to attend or attend as nonvoting delegates shall participate in the meeting by video or communication. If they are unable to attend the meeting due to work reasons, they shall be required to submit a written leave report to the convener of the meeting. Further improve the company’s directors and supervisors’ understanding of relevant laws and regulations to ensure that no absence from the general meeting of shareholders will occur again. Departments responsible for rectification: the board of directors, the board of supervisors and the office of the board of directors
Rectification time: it has been completed and will continue to be standardized in the future
3. The minutes of the third meeting are incomplete and nonstandard
Details of the problem: the minutes of the third meeting of the company are missing. The above matters violate Articles 72, 73, 122, 123 and 147 of the guidelines for the articles of association of listed companies and Article 41 of the rules for the general meeting of shareholders of listed companies.
Rectification measures: in the future, the company will complete the minutes of the three meetings in accordance with the company law, the securities law, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange and other laws and regulations, and irregularly organize relevant personnel in the Office of the board of directors to seriously study the rules of the general meeting of shareholders of listed companies and other relevant provisions, Improve professional quality.
Department responsible for rectification: Office of the board of directors
Rectification time: it has been completed and will continue to standardize in the future. (II) the implementation of the company’s internal control is not in place
1. The implementation of internal control of securities investment is not in place
Problem details: some documents of the company’s securities investment are incomplete and the implementation of internal control is not in place.
Rectification measures: in view of the above problems, the company has ordered the relevant person in charge to carry out self-examination on the securities investment business in the early stage. At the same time, with reference to the on-site inspection feedback and requirements of Shenzhen Securities Regulatory Bureau, the company has improved the internal control process of securities investment and completed the corresponding documents. Severely criticize the main person in charge of the securities investment department, carry out the study of the Department’s internal control system, improve the working ability of relevant personnel, strengthen the awareness of work responsibility, and strictly implement the relevant systems and regulations. Department responsible for rectification: Shenzhen Ford United Financial Holding Co., Ltd
Rectification time: the follow-up will continue to be standardized
2. The implementation of internal control of contract management is not in place
Problem details: the company’s contract approval procedures have not been effectively implemented, and the approval and management of some contracts are not standardized.
Rectification measures: the company will further strengthen the control of the company’s internal control and improve the standardization of contract management. In view of the problem of non-standard contract management, the company will strengthen the information construction of contract management, improve the contract examination and approval system and process, clarify the responsibilities of examination and approval personnel, and strictly implement the relevant systems of contract management. At the same time, the Audit Department of the company will further strengthen the inspection and supervision of the implementation of the internal control system, improve the standardization of internal management, and eliminate the risks caused by the lax implementation of the internal control system or illegal operations.
Department responsible for rectification: human resources administration department
Rectification time: the follow-up will continue to be standardized
3、 Company summary and continuous rectification plan
After this rectification, the company has deeply recognized the problems and deficiencies existing in the company’s corporate governance, the operation of the three sessions and the standardized operation of internal control. The company will complete the rectification within a limited time according to the relevant requirements of the decision on ordered corrective measures, resolutely implement various rectification measures, strictly implement various systems and processes, and strengthen corporate governance III. inspection and supervision of the operation and internal control of the board of directors. At the same time, the company will continue to improve the understanding of directors, supervisors and senior managers of the company on securities laws and regulations, and continuously improve the standard operation level of the company.
The company will take this rectification as an opportunity to promote the normalization of the company’s compliance in combination with the actual situation of the company. The company will keep in mind and adhere to the “four awes” and “four bottom lines”, conduct self-examination and self correction, effectively improve the level of corporate governance and standardized operation, make scientific decisions, operate steadily, effectively safeguard the interests of the company and the majority of investors, and realize the high-quality and sustainable development of the company.
It is hereby announced
Shenzhen Quanxinhao Co.Ltd(000007) board of directors
January 26, 2022
