Securities code: Chongqing Lummy Pharmaceutical Co.Ltd(300006) securities abbreviation: Chongqing Lummy Pharmaceutical Co.Ltd(300006) Announcement No.: 2022013 Chongqing Lummy Pharmaceutical Co.Ltd(300006)
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.
Chongqing Lummy Pharmaceutical Co.Ltd(300006) (hereinafter referred to as “the company”) held the 22nd Meeting of the 5th board of directors and the 18th meeting of the 5th board of supervisors on March 24, 2022. The proposal on profit distribution plan in 2021 was deliberated and adopted respectively. The proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The basic information is hereby announced as follows:
1、 Basic information of 2021 profit distribution plan
According to the audit report issued by Sichuan Huaxin (Group) accounting firm (special general partnership), the parent company realized a net profit of 195785 million yuan in 2021. After withdrawing 0 yuan of legal surplus reserve, plus the undistributed profit at the beginning of the year of -277736400 yuan and the investment profit of other equity instruments of 133295 million yuan, the profit available for distribution to shareholders was -2448285 million yuan.
In view of the negative value of the company’s profit available for distribution to shareholders in 2021, which does not meet the conditions for cash dividends in the shareholder dividend return plan for the next three years (20212023) formulated by the company, and in combination with the current capital situation and actual business needs of the company, the profit distribution plan for 2021 is proposed as follows: no cash dividends, no bonus shares, and no capital reserve converted into share capital.
2、 Reasons for no profit distribution in 2021
According to 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 dividends of listed companies and other relevant provisions of the China Securities Regulatory Commission, and the return plan for shareholders’ dividends in the Chongqing Lummy Pharmaceutical Co.Ltd(300006) next three years (20212023), One of the conditions for the company to implement cash dividend is: “the distributable profit of the company in this year (i.e. the after tax profit left after the company makes up the loss and withdraws the provident fund) is positive, and the cash flow is abundant. The implementation of cash dividend will not affect the subsequent sustainable operation of the company.”
In view of the fact that the company’s profit available for distribution to shareholders in 2021 is -244828500 yuan, which does not meet the conditions of cash dividend, in order to ensure the sustainable, stable and healthy development of the company, better safeguard the long-term interests of all shareholders, and comprehensively consider the company’s business plan and capital demand in 2022, the board of directors of the company agreed not to distribute profit or convert capital reserve into share capital in 2021.
3、 Deliberation opinions of the board of supervisors
The board of supervisors believes that the company’s profit distribution plan for 2021 is formulated in accordance with the actual situation of the company, in line with the relevant provisions of the company law and the articles of association, and in line with the needs of the company’s operation and development. It is agreed that no profit distribution will be carried out in 2021 and that the profit distribution plan will be submitted to the general meeting of shareholders for deliberation.
4、 Opinions of independent directors
After verification, the independent directors believe that the profit distribution plan of the company in 2021 matches the actual development of the company, and has legitimacy, compliance and rationality. Therefore, we agree that the company will not make profit distribution this time, and agree to submit the matter to the general meeting of shareholders for deliberation.
5、 Other instructions
This profit distribution plan needs to be submitted to the company’s 2021 annual general meeting for deliberation. Please pay attention to the investment risks.
6、 Documents for future reference
1. Chongqing Lummy Pharmaceutical Co.Ltd(300006) the resolution of the 22nd Meeting of the 5th board of directors;
2. Chongqing Lummy Pharmaceutical Co.Ltd(300006) the resolution of the 18th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on 2021 annual report and other related matters.
It is hereby announced.
Chongqing Lummy Pharmaceutical Co.Ltd(300006) board of directors March 25, 2022
