Securities code: Shenzhen Yitoa Intelligent Control Co.Ltd(300131) securities abbreviation: Shenzhen Yitoa Intelligent Control Co.Ltd(300131) Announcement No.: 2022005 Shenzhen Yitoa Intelligent Control Co.Ltd(300131)
Special note on the company’s intention not to make profit distribution 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.
On March 18, 2022, Shenzhen Yitoa Intelligent Control Co.Ltd(300131) (hereinafter referred to as “the company”) convened the 14th meeting of the 5th board of directors and the 8th meeting of the 5th board of supervisors to consider and adopt the proposal on the company’s profit distribution plan in 2021. The details are as follows:
1、 2021 profit distribution plan of the company
The audit of Zhongshen Zhonghuan Certified Public Accountants (special general partnership) confirmed that the net profit attributable to the shareholders of the listed company in the consolidated statements of the company in 2021 was 2882227437 yuan, of which the net profit of the parent company was 3166253403 yuan. As of December 31, 2021, the cumulative undistributed profit in the consolidated statements is 36422941224 yuan, and the cumulative undistributed profit of the parent company is -16144509397 yuan.
In order to ensure the normal production, operation and future development of the company, in accordance with the company law, the articles of association and other relevant provisions, the company has formulated the profit distribution plan for 2021 as follows: no cash dividend, no bonus shares, and no conversion of provident fund into share capital. This profit distribution plan needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. 2、 Reasons for non profit distribution in 2021
According to the relevant provisions of Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies: the company shall determine the specific total amount and proportion of profit distribution based on the principle of the lower of the distributable profits in the consolidated statements and the parent company’s statements. According to the relevant provisions of the notice on further implementing matters related to cash dividends of listed companies and the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies (revised in 2022) issued by the China Securities Regulatory Commission, in view of the actual situation that the distributable profits of the parent company are negative by the end of 2021, and considering that the company is currently in the period of business transformation and upgrading, it needs a lot of funds, After discussion by the board of directors, the company plans not to distribute profits in 2021, so as to ensure the long-term development of the company and provide investors with more stable and long-term returns.
The board of directors of the company will still pay attention to the reasonable return on investment to investors in accordance with relevant laws and regulations and the articles of association, comprehensively consider various factors related to profit distribution from the perspective of conducive to the development of the company and the return of investors, strictly implement the profit distribution system of the company, and share the development achievements of the company with the majority of investors.
3、 Opinions of the board of directors
The board of directors of the company believes that as of the end of 2021, the accumulated distributable profit of the parent company is negative, and the company plans not to distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021. The company’s 2021 profit distribution plan is based on the actual situation of the company and does not violate relevant laws and regulations and the relevant provisions of the articles of association. The profit distribution plan is conducive to ensuring the capital demand of the company’s subsequent daily operation and industrial transformation and upgrading, ensuring the smooth implementation of the company’s medium and long-term development strategy, enhancing the company’s ability to resist risks and realizing the consideration of the company’s sustainable, stable and healthy development, So as to better safeguard the long-term interests of all shareholders.
4、 Opinions of independent directors
The independent directors of the company believe that the profit distribution plan of the company in 2021 fully considers the actual operation, capital situation, business development needs and other factors of the company, meets the relevant requirements of the articles of association and relevant laws and regulations on profit distribution, is conducive to the sustainable, stable and healthy development of the company, and does not damage the interests of shareholders of the company, especially small and medium-sized shareholders. The approval procedures are legal and compliant, and the company agrees to submit the 2021 profit distribution plan to the 2021 annual general meeting of shareholders for deliberation.
5、 Opinions of the board of supervisors
After deliberation, the board of supervisors of the company considered that the profit distribution plan for 2021 was in line with the current actual situation of the company, the relevant laws, regulations and the articles of association, and did not harm the interests of the shareholders of the company. It agreed to the profit distribution plan for 2021 and agreed to submit it to the general meeting of shareholders of the company for deliberation.
6、 Documents for future reference
1. Resolutions of the 14th meeting of the 5th board of directors;
2. Resolutions of the 8th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the 14th meeting of the 5th board of directors.
It is hereby announced.
Shenzhen Yitoa Intelligent Control Co.Ltd(300131)
Board of directors
March 22, 2022
