Securities code: Bece Legend Group Co.Ltd(000803) securities abbreviation: Bece Legend Group Co.Ltd(000803) Announcement No.: 2022033 Bece Legend Group Co.Ltd(000803)
Announcement on the plan of profit distribution and conversion of capital reserve into share capital in 2021
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Bece Legend Group Co.Ltd(000803) (hereinafter referred to as “the company”) held the 50th meeting of the 10th board of directors and the 29th meeting of the 10th board of supervisors on March 4, 2021, and deliberated and approved the plan for profit distribution and conversion of capital reserve into share capital in 2021. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation. The relevant information is hereby announced as follows:
1、 Basic information of 2021 profit distribution and capital reserve conversion plan
Audited and confirmed by Zhonghua Certified Public Accountants (special general partnership), the company’s consolidated net profit attributable to the owner of the parent company in 2021 was 8050629575 yuan, and the undistributed profit at the end of the consolidation period was -14018431128 yuan; The parent company realized a net profit of 5447832501 yuan and an undistributed profit of -20274023459 yuan at the end of the period. As of December 31, 2021, the balance of capital reserve of the parent company was 119370311835 yuan. In view of the company’s current operation and financial situation, combined with its own strategic development plan, and on the premise of ensuring normal operation and sustainable development, in order to actively repay shareholders and optimize the company’s share capital structure, the board of Directors proposes that the company’s profit distribution and capital reserve converted into share capital in 2021 are as follows:
In 2021, the company did not distribute cash dividends or bonus shares, and transferred 4 shares for every 10 shares to all shareholders with capital reserve.
If the total share capital of the company changes due to share repurchase, equity incentive exercise, refinancing and listing of new shares from the publication of the distribution plan to the implementation, the company will adjust accordingly according to the principle of “unchanged distribution proportion” based on the total share capital after the closing of the market on the equity registration date when the future capital reserve is converted into share capital plan is implemented. The amount of capital reserve converted into share capital will not exceed the balance of “capital reserve – share capital premium” when the plan for capital reserve converted into share capital is implemented.
2、 Legality and compliance of 2021 profit distribution and capital reserve conversion plan
The company’s plan for profit distribution and conversion of capital reserve into share capital this year complies with the company law, the notice on matters related to the further implementation of cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the main board information disclosure business memo No. 1 – matters related to the disclosure of periodic reports, the accounting standards for business enterprises and the articles of association And the company’s shareholder dividend return plan for the next three years (20212023) and other relevant regulations, which are legal and compliant.
3、 Review procedures to be performed
1. Deliberations of the board of directors
On March 4, 2022, the company held the 50th meeting of the 10th board of directors and the 29th meeting of the 10th board of supervisors, deliberated and adopted the proposal on the plan for profit distribution and conversion of capital reserve into share capital in 2021. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
2. Opinions of independent directors
The independent directors believe that the company’s 2021 profit distribution and capital reserve conversion plan comprehensively considers the company’s operation and development and other factors, conforms to the actual situation of the company, takes into account the sustainable development of the company, conforms to the provisions of relevant laws and regulations and the articles of association, and does not damage the interests of the company’s shareholders, especially small and medium-sized shareholders. Agree to the 2021 profit distribution and capital reserve conversion plan proposed by the board of directors, and submit the above proposal to the general meeting of shareholders for deliberation.
3. Opinions of the board of supervisors
After review, the board of supervisors believes that the equity distribution plan complies with the relevant provisions of the company law, the articles of association and the actual operation of the company, and does not harm the interests of the company’s shareholders, especially the minority shareholders. We agree to the 2021 profit distribution and capital reserve conversion plan proposed by the board of directors.
4、 Relevant risk tips
This equity distribution plan has been deliberated and approved at the 50th meeting of the 10th board of directors and the 29th meeting of the 10th board of supervisors of the company. It still needs to be submitted to the general meeting of shareholders of the company for deliberation and approval before implementation. There is uncertainty. Please invest rationally and pay attention to investment risks.
5、 Documents for future reference
1. Resolutions of the 50th meeting of the 10th board of directors;
2. Resolutions of the 29th meeting of the 10th board of supervisors;
3. Independent opinions of independent directors on matters related to the 50th meeting of the 10th board of directors.
It is hereby announced.
Bece Legend Group Co.Ltd(000803)
Board of directors
March 4, 2022
