Securities code: Zhejiang Satellite Petrochemical Co.Ltd(002648) securities abbreviation: Satellite chemistry Announcement No.: 2022029 satellite Chemistry Co., Ltd
Announcement on withdrawing the special fund for the shareholding plan of business partners
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.
According to the proposal on the shareholding plan (Draft) and its summary of the company’s business partners and the proposal on requesting the general meeting of shareholders to authorize the board of directors and its authorized persons to handle matters related to the shareholding plan of the company’s business partners, which were deliberated and adopted at the ninth meeting of the Fourth Board of directors of satellite Chemical Co., Ltd. (hereinafter referred to as “the company”) and the fourth extraordinary general meeting of shareholders in 2021, The company withdraws the special fund for 2021 business partner shareholding plan, and the relevant information is announced as follows:
1、 Withdrawal of special fund for shareholding plan of business partners
According to the relevant provisions of Zhejiang satellite Chemical Co., Ltd. business partner shareholding plan (Draft) (hereinafter referred to as “business partner shareholding plan (Draft)”), the special fund system of the shareholding plan is valid for ten years, taking 2020 to 2029 as the examination year. During the examination year, the board of directors is responsible for withdrawing the special fund according to the principle of withdrawing the special fund, The special fund withdrawn shall be disbursed from the management expenses of the current year.
Withdrawal principle of special fund: the withdrawal proportion of special fund shall be determined according to the growth rate of net profit of each year, and shall be withdrawn according to the net profit of the previous year (for example, special fund in 2021 = net profit in 2020) × Extraction proportion, and so on in subsequent periods).
The withdrawal proportion of each special fund shall be determined according to the following methods:
Net profit compared with the growth range of the previous year and the proportion of special fund withdrawal
If the growth rate of net profit is less than 10%, no withdrawal shall be made
Net profit growth rate between 10% (inclusive) and 30% ≤ 3.00%
Net profit growth rate is between 30% (inclusive) and 50% ≤ 5.00%
Net profit growth rate of more than 50% (inclusive) ≤ 8.00%
Note: (1) the net profit in this shareholding plan refers to the net profit attributable to the shareholders of the listed company in the audited consolidated statements; (2) The special fund withdrawn in each phase is included in the expenses of the current year, the growth range is determined by the net profit after deducting the expenses, and the first phase of special fund is included in the expenses of 2021.
Tianjian Certified Public Accountants (special general partnership) audited the company’s financial statements in 2019 and 2020. The growth rate of the company’s net profit in 2020 compared with that in 2019 was 30.50%, and the withdrawal proportion of the corresponding special fund was no more than 5%. Accordingly, according to the authorization of the fourth extraordinary general meeting of shareholders of the company in 2021, the board of directors of the company reviewed and approved the withdrawal of RMB 80 million from the special fund for the shareholding plan of business partners in 2021.
2、 Impact on the company’s financial situation and operating results
The incentive fund withdrawn by the company has been withdrawn in the audited 2021 annual statement of the company, which will not have a significant impact on the financial status and operating results of the company this year; The withdrawal of the special fund for the shareholding plan of business partners is conducive to improving the company’s long-term and effective incentive and restraint mechanism, improving the cohesion of employees, effectively mobilizing employees’ enthusiasm and creativity, giving full play to their subjective initiative and taking the initiative to bear the responsibility for the company’s long-term growth, so as to promote the company’s long-term, sustainable and healthy development and ensure the realization of the company’s long-term business objectives.
3、 Opinions of independent directors
After careful review, we believe that the withdrawal of the special fund for the 2021 business partner shareholding plan is in line with the articles of association, the business partner shareholding plan (Draft) and other relevant provisions. At the same time, we comprehensively consider the characteristics of the company’s industry, development stage, its own operation, profitability and other factors, take into account the interests of shareholders, the company and employees, and promote all parties to pay common attention to the long-term development of the company, There is no damage to the interests of the company and minority shareholders. We unanimously agree to withdraw the special fund for 2021 business partner shareholding plan. 4、 Documents for future reference
1. Resolutions of the 13th meeting of the 4th board of directors of the company;
2. Independent opinions of independent directors on matters related to the 13th meeting of the Fourth Board of directors.
It is hereby announced.
Board of directors of satellite Chemical Co., Ltd. March 22, 2002