Securities code: Apt Medical Inc(688617) securities abbreviation: Apt Medical Inc(688617) Announcement No.: 2022014 Apt Medical Inc(688617)
Announcement of profit distribution plan in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Distribution ratio per share: RMB 10.00 cash dividend (tax included) will be distributed for every 10 shares. No capital reserve will be converted into share capital and no bonus shares will be given.
The profit distribution is based on the total share capital registered on the equity distribution registration date, and the specific date will be specified in the equity distribution implementation announcement.
If the total share capital of the company changes before the equity registration date of equity distribution, it is proposed to maintain the total distribution unchanged, adjust the distribution proportion per share accordingly, and make a separate announcement on the specific adjustment.
The profit distribution plan has been deliberated and approved at the 16th meeting of the first board of directors and the 14th meeting of the first board of supervisors, and needs to be submitted to the general meeting of shareholders for deliberation.
1、 Contents of profit distribution plan
Audited by Lixin Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the parent company in 2021 was RMB 8189921105. In accordance with the company law of the people’s Republic of China (hereinafter referred to as the “company law”), the Apt Medical Inc(688617) articles of Association (hereinafter referred to as the “articles of association”) and other relevant provisions, 10% of the statutory surplus reserve is withdrawn of RMB 818992111, and the remaining net profit available for distribution is RMB 7370928994, Plus the undistributed profit of previous years of RMB 10837883134 and deducting the profit distribution of RMB 3333500000 in 2020, as of December 31, 2021, the profit available for distribution by all shareholders of the parent company was RMB 14875312128.
Comprehensively considering the reasonable return to investors and the expectation of sustained and stable growth of future performance, and on the premise of ensuring the normal operation and long-term development of the company, in accordance with 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 company law and the articles of association of the company issued by the CSRC, The company’s profit distribution plan for 2021 is hereby formulated as follows:
The company plans to distribute a cash dividend of RMB 10.00 (tax included) for every 10 shares to all shareholders based on the total share capital on the registration date of dividends and dividends in 2021. The total amount of cash distributed is expected to be RMB 6667000000 (tax included), accounting for 32.07% of the net profit attributable to shareholders of Listed Companies in the consolidated statements of the company in 2021; The company does not convert the capital reserve into share capital and does not give bonus shares. The amount of cash dividends in the above profit distribution plan for 2021 is temporarily calculated based on the current total share capital of the company of 66.67 million shares, and the total amount of cash dividends actually distributed will be calculated based on the total share capital on the registration date of dividends and dividends in 2021.
This profit distribution plan needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 Decision making procedures for performance
（1） Convening, deliberation and voting of the board meeting
The company held the 16th meeting of the first board of directors and the 14th meeting of the first board of supervisors on March 9, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021, agreed to this profit distribution plan and agreed to submit the plan to the 2021 annual general meeting of shareholders of the company for deliberation.
（2） Opinions of independent directors
The independent directors of the company believe that the company formulates the profit distribution plan of the company in 2021 on the premise of ensuring the normal operation and long-term development of the company by comprehensively considering the reasonable return to investors and the expectation of sustained and stable growth of future performance. It complies with the relevant provisions of the notice on further implementing matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the company law, the articles of association and other relevant provisions of the CSRC. There is no damage to the interests of the company and shareholders, especially small and medium-sized shareholders, and the deliberation procedures are legal and compliant. In conclusion, we unanimously agree on the matters of the company’s profit distribution plan for 2021 and submit it to the 2021 annual general meeting for deliberation.
（3） Opinions of the board of supervisors
The company held the 14th meeting of the first board of supervisors on March 9, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021. The board of supervisors of the company believes that the company’s profit distribution plan for 2021 complies with the provisions of relevant laws, regulations and the articles of association, takes full account of the company’s operating conditions, daily production and operation needs and sustainable development in 2021, conforms to the actual situation of the company’s current business development, and performs the corresponding decision-making procedures.
In conclusion, the board of supervisors of the company agreed to the 2021 profit distribution plan of the company and submitted the profit distribution plan to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 Relevant risk tips
（1） This profit distribution plan comprehensively considers the company’s current development stage, future capital demand and other factors, and will not have a significant impact on the company’s operating cash flow, normal operation and long-term development. （2） The profit distribution plan can only be implemented after being submitted to the 2021 annual general meeting of the company for deliberation and approval. Please pay attention to the investment risks.
It is hereby announced.
Apt Medical Inc(688617) board of directors March 11, 2022
