Securities code: Zhejiang Satellite Petrochemical Co.Ltd(002648) securities abbreviation: Satellite chemistry Announcement No.: 2022020 satellite Chemistry Co., Ltd
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.
At the 13th meeting of the 4th board of directors held on March 18, 2021, satellite Chemical Co., Ltd. (hereinafter referred to as "the company") deliberated and adopted the proposal on the plan for profit distribution and conversion of capital reserve into share capital in 2021. The details are as follows:
1、 Basic information of profit distribution and capital reserve conversion plan
Audited by Tianjian Certified Public Accountants (special general partnership) (tianjianshen [2022] No. 1118), the net profit attributable to the shareholders of the listed company in 2021 was Shanghai Feilo Acoustics Co.Ltd(600651) 06886 yuan, and the net profit of the parent company was 91178246786 yuan. According to the articles of association of satellite Chemical Co., Ltd. (hereinafter referred to as the articles of association), The statutory surplus reserve of 9117824679 yuan is withdrawn according to 10% of the net profit realized by the parent company in 2021, plus the undistributed profit of 256599924327 yuan in previous years, minus the distributed profit of 20886290457 yuan in this year; As of December 31, 2021, the accumulated undistributed profit of the parent company was 317774055977 yuan.
In view of the good operation of the company at present, in order to ensure the reasonable investment return of shareholders, according to the relevant provisions of 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 bonus of listed companies and the relevant provisions of the articles of association of the company, after comprehensive consideration of the reasonable return of investors and the long-term development of the company, On the premise of ensuring the normal operation and business development of the company and the construction of new projects, the board of directors formulates the following plans for annual profit distribution and conversion of capital reserve into share capital:
The company plans to distribute a cash dividend of 3.50 yuan (including tax) for every 10 shares based on the total share capital registered on the date of equity distribution equity registration minus the balance of shares in the company's special repurchase account, and increase 4 shares for every 10 shares to all shareholders with the capital reserve. The remaining undistributed profits will be accumulated for distribution in future years, and the amount of increase does not exceed the balance of "capital reserve - capital stock premium" at the end of the reporting period. As of the date of this board meeting, the total share capital of the company is 1720071529 shares. After deducting the balance of 3423900 shares in the company's special repurchase account, the number of shares to be distributed is 1716647629 shares. Before the implementation of this profit distribution plan, if the total share capital of the company changes, the distribution proportion will be adjusted according to the principle of constant total amount.
The board of directors of the company requests the general meeting of shareholders to authorize the office of the board of directors of the company to handle relevant profit distribution procedures with Shenzhen Stock Exchange and China Securities Depository and Clearing Co., Ltd.
2、 Deliberation opinions of the board of directors
After careful review, we believe that the company's 2021 profit distribution and capital reserve conversion plan comply with the relevant provisions on profit distribution in the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies and the articles of association of the China Securities Regulatory Commission, take full account of the company's operating conditions, future development needs and shareholders' return on investment, comply with the current actual situation of the company and effectively protect the interests of all shareholders, It is conducive to the sustainable, stable and healthy development of the company.
3、 Opinions of independent directors
After careful review, we believe that the company's 2021 profit distribution and capital reserve to share capital plan is based on the company's long-term and stable operating capacity and good expectations for the company's future development. On the premise of ensuring the company's normal operation and long-term development, it pays dividends, takes into account the immediate and long-term interests of the majority of shareholders, and follows the principle of all shareholders sharing the company's development achievements, Matching with the company's business performance and future development, in line with the interests of the company and the majority of investors, especially small and medium-sized investors; Comply with relevant laws and regulations and the provisions of the articles of association, which is conducive to the sustainable, stable and healthy development of the company. We unanimously agree to the company's 2021 profit distribution and capital reserve conversion plan, and agree to submit it to the company's general meeting for deliberation.
4、 Other instructions
This profit distribution plan and the plan of converting capital reserve into share capital can only be implemented after being submitted to the general meeting of shareholders of the company for deliberation and approval. Please invest rationally and pay attention to investment risks.
5、 Documents for future reference
1. Resolutions of the 13th meeting of the 4th board of directors of the company;
2. Resolutions of the 12th meeting of the 4th board of supervisors of the company;
3. 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
