Securities code: Shenzhen Yitoa Intelligent Control Co.Ltd(300131) securities abbreviation: Shenzhen Yitoa Intelligent Control Co.Ltd(300131) Announcement No.: 2022013 Shenzhen Yitoa Intelligent Control Co.Ltd(300131)
Announcement on the proposed withdrawal of 2021 annual incentive fund
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Shenzhen Yitoa Intelligent Control Co.Ltd(300131) (hereinafter referred to as “the company”) held the 14th meeting of the 5th board of directors on March 18, 2022, deliberated and adopted the proposal on not withdrawing the 2021 annual incentive fund. The relevant information is hereby announced as follows:
1、 Basic information on the implementation of the incentive fund plan
In order to further improve the corporate governance structure, fully mobilize the enthusiasm and creativity of the company’s management, effectively combine the interests of shareholders, the company and the management team, make all parties pay common attention to the long-term development of the company, and improve the long-term incentive mechanism and salary distribution system. The company held the first meeting of the Fifth Board of directors on October 15, 2020, deliberated and approved the proposal on the implementation of the incentive fund plan by the company, and agreed to implement the incentive fund plan. The plan has been approved by the fifth extraordinary general meeting of shareholders in 2020 held on November 12, 2020. The incentive fund plan will be implemented from 2021 and will be implemented for five years, i.e. 20212025. The incentive fund will be withdrawn according to the corresponding withdrawal proportion based on the increase of the performance achieved in the current year compared with the previously agreed benchmark value and the fixed growth rate. The incentive funds withdrawn according to the measures for the administration of incentive funds shall be managed as a whole and distributed according to the actual situation. The participants of this incentive fund plan must work in the company (including subsidiaries) during the participation period, and there is no situation that does not meet the participation qualification specified by the company. Specific participants include:
(I) directors (excluding independent directors), supervisors and senior managers of the company;
(II) middle and senior managers of the company (including subsidiaries);
(III) key technical and business personnel of the company (including subsidiaries);
(IV) other employees that the board of directors of the Company deems necessary to be rewarded.
2、 Provisions on withdrawal of incentive fund
According to the measures for the administration of incentive funds, the withdrawal rules are set by the company in combination with future development expectations, and there is uncertainty whether they can be realized. The specific assessment methods for the withdrawal of incentive fund are as follows:
The incentive fund is based on the excess net profit (that is, the part where the net profit before the withdrawal of the incentive fund in the assessment year exceeds the average net profit of 64278857 million yuan in the three years from 2017 to 2019), and the “excess withdrawal proportion” listed in the table below is used to withdraw the incentive fund in the current year. The details are as follows:
The proportion of net profit does not exceed 20% (excluding) 100% (excluding) 200% (excluding) the part of the part of the part of the part of the fixed proportion of net profit does not exceed 400% (excluding) the part of the part of the part of the non growth rate range – 100% (including) – 200% (including) – 400% (including)
Over withdrawal ratio: 15%, 25%, 30%, 35%, 40%
example
The annual incentive fund shall be subject to the lower of the amount calculated in accordance with the above table and 30% of the net profit before withdrawing the incentive fund in the current year.
Note 1: the above “net profit” indicators refer to the audited net profit attributable to the shareholders of the listed company, and exclude the incentive cost impact caused by the implementation of equity incentive plan or employee stock ownership plan during the implementation period of these measures;
Note 2: the above “net profit” indicators have excluded the net profit data generated by the operating entities that have been stripped or are being stripped by the listed company as of the announcement date of these measures and are no longer included in the consolidated statements of the listed company in the corresponding year, including but not limited to United ChuangTai, Yi Hytera Communications Corporation Limited(002583) , Cai Haolong, Xin Sanqi 30 business entities (including subsidiaries and business entities within the scope of their consolidated statements);
Note 3: according to the actual situation, the company withdraws the incentive fund within the limit of the scale of the incentive fund that can be withdrawn in the assessment year, and the specific withdrawal amount shall be subject to the audit results of the accounting firm.
3、 Assessment and withdrawal of award fund in 2021
According to the audit confirmation of Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in the consolidated statements of the company in 2021 is 288223 million yuan. According to the above accrual method, due to the implementation of the 2020 restricted stock incentive plan, the total amortization incentive cost in 2021 is 486969 million yuan (including 1.6365 million yuan shared by minority shareholders). Excluding the net profit attributable to the parent company of Qingdao supply chain, Huashang Weitai, Yingtang Zhiying and the profit and loss from the disposal of Qingdao supply chain, the total net profit base of the accrued incentive fund in 2021 is 765861 million yuan, In 2021, 1.8461 million yuan of incentive fund can be withdrawn. Considering that the company is currently in the period of business transformation and upgrading and has a large demand for funds, and the company plans not to distribute profits in 2021, in order to ensure the long-term development of the company and balance the interests of shareholders, the company and the management team, the board of directors decided not to withdraw the incentive fund this year.
4、 Impact on the company of not drawing bonus
The construction of the company’s salary system follows the principles of fairness, competitiveness, incentive, economy and strategy. The incentive fund plan is based on the long-term development of the company and comprehensively considers the capital needs of the current company’s business transformation and upgrading. It is in line with the interests of the company and all shareholders and the long-term interests of the incentive objects of the incentive fund to decide not to withdraw or distribute the incentive fund in 2021.
It is hereby announced.
Shenzhen Yitoa Intelligent Control Co.Ltd(300131) board of directors
March 22, 2022
