Securities code: Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) securities abbreviation: Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) Announcement No.: 2022006 Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051)
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.
Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) (hereinafter referred to as “the company”) held the 14th meeting of the second board of directors and the 8th meeting of the second board of supervisors on March 23, 2022. The meeting deliberated and adopted the proposal on profit distribution plan in 2021. This proposal still needs to be submitted to the general meeting of shareholders for deliberation. The relevant contents are hereby announced as follows:
1、 Basic information of profit distribution plan
According to the audit of Zhongxi Certified Public Accountants (special general partnership), the parent company realized a net profit of 15404803032 yuan in 2021, withdrew 0 yuan of legal surplus reserve, and the undistributed profit at the beginning of the year was 60672559005 yuan. As of December 31, 2021, the cumulative distributable profit of the parent company was 76077362037 yuan; In the consolidated financial statements of the company in 2021, the net profit attributable to the owner of the parent company was 15583398705 yuan, the statutory surplus reserve was 0 yuan, and the undistributed profit at the beginning of the year was 58480736387 yuan. As of December 31, 2021, the distributable profit in the consolidated financial statements was 74064135092 yuan. According to the principle that the profit distribution should be based on the lower of the distributable profit of the parent company and the distributable profit of the consolidated financial statements, the profit available for distribution to shareholders of the company in 2021 is 74064135092 yuan.
After comprehensive consideration of the company’s long-term development and shareholders’ return on investment, the board of directors of the company has formulated the profit distribution plan for 2021 as follows: Based on the total share capital of 80000000 shares as of December 31, 2021, the company will distribute cash dividends of RMB 10.00 (tax included) to all shareholders for every 10 shares, and a total of RMB 8000000000 (tax included) will be distributed. In this profit distribution, no capital reserve will be converted into share capital, no bonus shares will be given, and the remaining undistributed profits will be carried forward for subsequent annual distribution.
If the total share capital distribution plan of the company is adjusted according to the principle of “fixed share capital ratio” before the implementation of the distribution plan by the shareholders’ meeting, the total share capital of the company shall be adjusted according to the principle of “fixed share capital ratio” after the implementation of the distribution plan by the shareholders’ meeting.
2、 Legality and compliance of profit distribution plan
The profit distribution plan of the company complies with the company law, accounting standards for business enterprises, notice on further implementation of matters related to cash dividends of listed companies, regulatory guidelines for listed companies No. 3 – cash dividends of listed companies and other laws and regulations, as well as the articles of association, dividend return plan for the next three years and other relevant commitments, and matches the operating performance and future development of the company, The total profit distribution does not exceed the profits available for distribution, which is legal, compliant and reasonable, and is conducive to all shareholders to share the operating results of the company.
3、 Relevant procedures to be performed
1. Deliberations of the board of directors
The 14th meeting of the second board of directors of the company deliberated and approved the proposal on the profit distribution plan for 2021. The board of directors considered that the situation described in the profit distribution plan matched the actual situation of the company, complied with the relevant provisions on profit distribution in the company law and the articles of Association, and did not harm the interests of the company’s shareholders, especially small and medium-sized investors, which was conducive to the sustainable and stable development of the company. Therefore, the board of directors unanimously agreed to the 2021 profit distribution plan and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation. 2. Deliberation of the board of supervisors
The eighth meeting of the second board of supervisors of the company deliberated and adopted the proposal on the profit distribution plan for 2021. The board of supervisors held that the profit distribution plan for 2021 of the company complies with the provisions of relevant laws and regulations such as the company law, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association, the profit distribution policies determined by the company and relevant commitments made by the company, It is conducive to all shareholders to share the company’s operating results and meet the needs of the company’s future operation and development. Therefore, the board of supervisors unanimously agreed to the 2021 profit distribution plan and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
3. Opinions of independent directors
The independent directors believe that the company’s profit distribution plan for 2021 complies with relevant laws and regulations and the relevant provisions of the articles of association, the profit distribution policy determined by the company and relevant commitments made by the company. On the premise of ensuring the normal operation and long-term development of the company, the reasonable investment return to the majority of investors is fully considered, which is conducive to the normal operation and healthy development of the company, and there is no damage to the interests of investors. Therefore, the independent directors unanimously agreed to the company’s 2021 profit distribution plan and agreed to submit the proposal on 2021 profit distribution plan to the company’s 2021 annual general meeting for deliberation.
4、 Other instructions
1. Before the disclosure of this profit distribution plan, the company strictly controlled the scope of insiders in strict accordance with laws, regulations, normative documents and relevant provisions of the company’s system, performed the obligation of confidentiality and prohibition of insider trading to relevant insiders, and timely filed insiders to prevent the disclosure of insider information.
2. This profit distribution plan can only be implemented after being reviewed and approved by the company’s 2021 annual general meeting of shareholders. The review results are uncertain. Please pay attention to the investment risks.
5、 Documents for future reference
1. Resolutions of the 14th meeting of the second board of directors;
2. Resolutions of the eighth meeting of the second board of supervisors;
3. Independent opinions of independent directors on matters related to the 14th meeting of the second board of directors.
It is hereby announced.
Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) board of directors March 25, 2021
