Securities code: Jiangsu Tongli Risheng Machinery Co.Ltd(605286) securities abbreviation: Jiangsu Tongli Risheng Machinery Co.Ltd(605286) Announcement No.: 2022019 Jiangsu Tongli Risheng Machinery Co.Ltd(605286)
Announcement on 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Distribution ratio per share: cash dividend of 0.12 yuan per share (including tax).
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.
Brief reasons for the cash dividend ratio of less than 30% in this year:
The company attaches great importance to the stable return to investors and maintains the continuity and stability of profit distribution policy. At the same time, in view of the fact that the company is in the development stage and needs sufficient funds to ensure the long-term development of the company, the board of directors of the company has formulated this profit distribution plan in accordance with the relevant provisions of the articles of association, while ensuring the reasonable return of shareholders and taking into account the sustainable development of the company.
1、 Contents of profit distribution plan
Audited by Tianheng Certified Public Accountants (special general partnership), the parent company of Jiangsu Tongli Risheng Machinery Co.Ltd(605286) (hereinafter referred to as “the company”) realized a net profit of 4620897814 yuan in 2021. According to the provisions of the company law and the articles of association, 10% of the statutory surplus reserve was withdrawn according to the net profit realized by the parent company, 462089781 yuan, and the profit available for distribution to shareholders in that year was 1974808033 yuan, The company’s undistributed profit as of December 20211, plus the company’s retained profit of RMB 119874444, is the company’s undistributed profit as of December 20211. According to the resolution of the board of directors, the profit distribution plan is as follows:
The company plans to distribute cash dividends to all shareholders in the proportion of 1.2 yuan (including tax) for every 10 shares based on the total share capital registered on the date of equity distribution. As of December 31, 2021, the total share capital of the company is 168000000 shares. Based on this calculation, the total cash dividend to be distributed is 201 Shanghai Pudong Development Bank Co.Ltd(600000) 0 yuan (including tax), accounting for 13.38% of the net profit attributable to the shareholders of the listed company in 2021. In 2021, no capital reserve will be converted into share capital and bonus shares will be given.
If the total equity distribution of the company is changed, the proportion of the total equity to be distributed will remain unchanged on the date of announcement, and the specific equity distribution of the company will be adjusted accordingly.
The profit distribution plan needs to be submitted to the general meeting of shareholders for deliberation.
2、 Description of cash dividend ratio less than 30% in this year
During the reporting period, the company realized a net profit of 15069419501 yuan attributable to the shareholders of the listed company, the accumulated undistributed profit of the parent company was 11955679444 yuan, and the total cash dividend to be distributed by the listed company is expected to be 201 Shanghai Pudong Development Bank Co.Ltd(600000) 0 yuan (including tax), accounting for 13.38% of the net profit attributable to the shareholders of the listed company in 2021. The details are as follows:
(I) industry situation and characteristics of listed companies
The elevator parts and metal materials industry is a capital intensive industry. The company’s raw materials for production are mainly stainless steel, carbon steel, structural parts and packaging materials. The direct material cost accounts for a high proportion of the production cost. Capital has always been one of the key factors affecting the development of the enterprise. Maintaining a reasonable and stable dividend level can ensure the sustainable and stable development of the company.
(II) development stage and business model of listed companies
At present, the company is in the development stage. When formulating the profit distribution plan for 2021, the board of directors fully considered the current actual situation of the company and the development of the industry.
(III) profitability and capital demand of listed companies
The net profit attributable to the shareholders of the listed company realized by the company in 2021 is 15069419501 yuan. Considering the company’s long-term sustainable development strategy, the company’s operation and development in 2022 needs strong capital guarantee. Maintaining reasonable and stable dividends is conducive to the company’s operation and development needs and long-term return to investors. (IV) reasons for the low level of cash dividends of listed companies
The company attaches great importance to the stable return to investors and maintains the continuity and stability of profit distribution policy. At the same time, in view of the fact that the company is in the development stage and needs sufficient funds to ensure the long-term development of the company, the board of directors of the company has formulated the above profit distribution plan in accordance with the relevant provisions of the articles of association and taking into account the sustainable development of the company while ensuring the reasonable return of shareholders.
(V) the exact purpose of retained undistributed profits of the listed company and the expected income
The retained undistributed profits will be used for raw material procurement, supplementary working capital, major project expenditure, etc. The company will strictly regulate the use and management of funds, improve the use efficiency of funds, improve the sustainable profitability of the company and create more value for shareholders.
3、 Decision making procedures performed by the company
(I) convening, deliberation and voting of the board meeting
The company held the fourth meeting of the second board of directors on March 17, 2022, deliberated and passed the proposal on profit distribution plan in 2021, agreed to the profit distribution plan, and agreed to submit the proposal to the general meeting of shareholders for deliberation.
(II) opinions of independent directors
This profit distribution plan comprehensively considers the company’s industry characteristics, development stage, its own business model, profitability and future development fund demand, which is in line with the actual situation of the company; The deliberation and voting procedures of the board of directors of the company for this plan comply with the relevant provisions of the company law and the articles of association, and there is no situation that damages the interests of the company and minority shareholders; It is conducive to the sustainable, stable and healthy development of the company. Agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
(III) opinions of the board of supervisors
This profit distribution plan is formulated under the condition of fully considering the company’s follow-up development and the actual demand for funds. It is in line with the company’s business status and development strategy, conducive to the sustainable development of the company and the maintenance of the long-term interests of shareholders. There is no situation that damages the interests of shareholders of the company, especially small and medium-sized shareholders.
4、 Relevant risk tips
(I) this profit distribution plan combines the company’s profitability, future capital demand and other factors, and will not cause the company’s shortage of working capital, have a significant impact on the company’s operating cash flow, and affect the company’s normal operation and long-term development.
(II) the profit distribution plan can only be implemented after being submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval. Please pay attention to the investment risks.
5、 Documents for future reference
1. Resolutions of the fourth meeting of the second board of directors;
2. Resolutions of the fourth meeting of the second board of supervisors;
3. Independent opinions of independent directors on matters related to the fourth meeting of the second board of directors.
It is hereby announced.
Jiangsu Tongli Risheng Machinery Co.Ltd(605286) board of directors March 19, 2022
