Securities code: China Railway Prefabricated Construction Co.Ltd(300374) securities abbreviation: China Railway Prefabricated Construction Co.Ltd(300374) Announcement No.: 2022013 China Railway Prefabricated Construction Co.Ltd(300374)
Announcement on no profit distribution of the company 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 23, 2022, the fourth meeting of the Fourth Board of directors and the third meeting of the Fourth Board of supervisors of China Railway Prefabricated Construction Co.Ltd(300374) (hereinafter referred to as “the company”) deliberated and adopted the proposal on the company’s proposed no profit distribution in 2021. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The relevant information is hereby announced as follows:
1、 2021 profit distribution plan
According to the audit report issued by PricewaterhouseCoopers Zhongtian Certified Public Accountants (special general partnership), in 2021, the company realized a net profit attributable to the shareholders of the listed company of -36103215676 yuan, and the company’s cumulative profit available for distribution to shareholders was 13720305419 yuan. The net profit realized by the parent company is -2683405534 yuan. After withdrawing 10% of the legal surplus reserve, the cumulative distributable profit of the parent company is 16299506142 yuan. In accordance with the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association and other relevant provisions, taking into account the company’s future development needs, and in combination with the company’s operation and cash flow, the board of directors of the company has formulated the profit distribution plan for 2021 as follows: no cash dividends, no bonus shares, and no capital reserve converted into share capital.
2、 Reasons for no profit distribution in 2021
Considering that the company is currently at a critical stage of strategic transformation, combined with the company’s medium and long-term development plan, production and operation reality, and considering the impact of covid-19 pneumonia epidemic on the global economy, the company retains sufficient capital to ensure the capital needs of normal operation. In order to better ensure the smooth implementation of the company’s development strategy, improve the ability to deal with potential risks and realize the sustainable, stable and healthy development of the company, The company plans not to distribute profits in 2021. 3、 Purpose and use plan of undistributed profits of the company
The company’s undistributed profits in 2021 will be accumulated and rolled over to the next year to meet the working capital needs brought by the company’s daily operation and provide a reliable guarantee for the smooth implementation of the company’s medium and long-term development strategy and healthy and sustainable development. In the future, the company will always pay attention to the return to investors in the form of cash dividends. In strict accordance with relevant laws and regulations and the articles of association, the company will comprehensively consider various factors related to profit distribution, strictly implement the relevant profit distribution system from the perspective of conducive to the development of the company and the return of investors, and share the achievements of the company’s development with investors.
4、 Opinions of the board of directors
The fourth meeting of the Fourth Board of directors of the company deliberated and approved the proposal on the company’s proposed no profit distribution in 2021, and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 Opinions of the board of supervisors
The third meeting of the Fourth Board of supervisors of the company deliberated and adopted the proposal on the company’s proposed no profit distribution in 2021. The board of supervisors believes that the proposed no profit distribution in 2021 is in line with the actual situation of the company and does not violate the cash dividend policy stipulated in the articles of association, and agrees to submit the proposal to the general meeting of shareholders for deliberation. 6、 Opinions of independent directors
The independent directors of the company believe that: in view of the actual situation of the company in 2021, they agree to the proposal of no distribution and no conversion of provident fund into share capital in 2021, and agree to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
It is hereby announced.
China Railway Prefabricated Construction Co.Ltd(300374) board of directors March 24, 2022
