Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022020
Jiangsu Transimage Technology Co.Ltd(002866)
Announcement on 2021 profit distribution plan
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.
Jiangsu Transimage Technology Co.Ltd(002866) (hereinafter referred to as “the company”) deliberated and adopted the company’s proposal on profit distribution plan for 2021 at the 12th meeting of the third board of directors and the 10th meeting of the third board of supervisors held on March 17, 2022. The proposal still needs to be submitted to the company’s 2021 annual general meeting for deliberation and approval. The situation is hereby announced as follows:
1、 2021 profit distribution plan
According to the standard unqualified audit report (Rongcheng Shenzi [2022] 215z0031) issued by Rongcheng Certified Public Accountants (special general partnership) for the company, the parent company realized a net profit of 19113427739 yuan in 2021, withdrawn the statutory surplus reserve of 1911342774 yuan, plus the undistributed profit of 25154529755 yuan at the beginning of the year, minus the cash dividend of 2860787660 yuan in 2020. The actual profit available for distribution to shareholders is 39495827060 yuan.
In accordance with 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 and the articles of association of the CSRC, and in combination with the actual operation and future development expectations of the company in 2021, the profit distribution plan of the company in 2021 is as follows:
Based on the total share capital of 287655011 shares as of February 28, 2022, a cash dividend of RMB 0.6 (tax included) will be distributed to all shareholders for every 10 shares, with a total cash dividend of RMB 1725930066 (tax included). No bonus shares will be given and no capital reserve will be converted into share capital.
If the total share capital of the company changes due to the conversion of convertible bonds into shares, share repurchase, equity incentive exercise, refinancing and listing of new shares before the implementation of the distribution plan, the company will adjust the total dividend accordingly according to the principle of unchanged distribution proportion per share.
The board of directors of the company unanimously agreed that the profit distribution plan is in line with the actual situation of the company and is conducive to the development of the company
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022020
With sustained and stable development, all directors agree to the profit distribution plan. The above profit distribution plan complies with the provisions of the company law, the articles of association, the notice on further implementing the matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and other relevant laws and regulations, the company’s profit distribution policy and the long-term return plan of shareholders. This profit distribution plan meets the needs of the company’s future operation and development and has legitimacy Compliance and rationality.
2、 Decision making procedure of this profit distribution plan
1. Deliberations of the board of directors
The board of directors deliberated and adopted the proposal on profit distribution plan for 2021 by 9 votes in favor, 0 against and 0 abstention. The board of directors agreed that the profit distribution plan was in line with the actual situation of the company and conducive to the sustainable and stable development of the company. All directors agreed to the profit distribution plan and submitted the proposal to the general meeting of shareholders for deliberation.
2. Opinions of the board of supervisors
The board of supervisors agreed that the distribution plan is in line with the actual operation of the company in 2021 and the performance is in line with expectations. The distribution plan formulated by the board of directors is in line with the provisions of relevant laws and regulations, the operation of the company and the reasonable return expectations of the majority of investors, and takes into account the sustainable development of the company. Therefore, we agree to adopt this profit distribution plan.
3. Opinions of independent directors
As an independent director of the company, we have carefully reviewed the company’s 2021 profit distribution plan in a responsible and realistic manner in accordance with the company law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant laws and regulations. We believe that the profit distribution plan for 2021 proposed by the board of directors of the company complies with the provisions of relevant laws and regulations, comprehensively considers the business characteristics of the industry and the company, as well as the future development of the company and the reasonable return demand of shareholders, which is conducive to safeguarding the interests of the company and all shareholders. Therefore, we agree to this plan.
3、 Other instructions
1. This profit distribution plan can only be implemented after being deliberated and approved by the general meeting of shareholders, which is uncertain
Securities code: Jiangsu Transimage Technology Co.Ltd(002866) securities abbreviation: Jiangsu Transimage Technology Co.Ltd(002866) Announcement No.: 2022020
Therefore, please invest rationally and pay attention to investment risks;
2. Before the disclosure of this profit distribution plan, the company strictly controlled the scope of insiders and performed the obligation of confidentiality and prohibition of insider trading to relevant insiders.
4、 Documents for future reference
1. Resolutions of the 12th meeting of the third board of directors of the company;
2. Resolutions of the 10th meeting of the third board of supervisors of the company;
3. Independent opinions of independent directors on matters related to the 12th meeting of the third board of directors.
It is hereby announced.
Jiangsu Transimage Technology Co.Ltd(002866) board of directors March 18, 2022
