Securities code: Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273) stock abbreviation: Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273) No.: 2022022 Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273)
Announcement of resolutions of the 11th meeting of the ninth board of supervisors
The board of supervisors and all supervisors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of supervisors
The notice of the 11th meeting of the 9th board of supervisors of Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273) (hereinafter referred to as “the company” or ” Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273) “) was sent by email on March 19, 2022, and the meeting was held on site at 11:00 a.m. on March 29, 2022 in the conference room of the company’s office building. The number of supervisors attending the meeting should be 3, and the actual number is 3. The meeting is presided over by Mr. Song Jianping, chairman of the board of supervisors. The convening and convening of this meeting of the board of supervisors comply with relevant national laws, regulations and the articles of association, and the resolutions of the meeting are legal and effective.
2、 Deliberation at the meeting of the board of supervisors
(I) deliberated and adopted the work report of the board of supervisors in 2021
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the work report of the board of supervisors in 2021 disclosed by the company in the designated media on the same day.
(II) reviewed and approved the financial final accounts of 2021 and the business plan of 2022
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
(III) reviewed and approved the profit distribution plan for 2021
According to the audit results of Lixin Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in the consolidated statements of 2021 was 180819427344 yuan, of which the parent company realized a net profit after tax of 169616517994 yuan in 2021, and the statutory surplus reserve was 11291348782 yuan. Plus the accumulated undistributed profit of 254003724563 yuan in the previous period, the profit available for distribution to shareholders in this period was 41238893775 yuan. According to the relevant provisions on profit distribution in the guidelines for cash dividends of listed companies and the articles of association of Shanghai Stock Exchange, and in combination with the actual situation of the company, the profit distribution plan is as follows:
Based on the total share capital of the company on the date of equity registration at the time of annual profit distribution in 2021, deducting the shares in the special account for repurchase, the company will distribute a cash dividend of 3 yuan (including tax) to all shareholders for every 10 shares, without giving bonus shares or converting capital reserve into share capital. The remaining undistributed profits are carried forward to the next year.
The company’s shares held through the repurchase of special accounts will not participate in this profit distribution. Before the equity registration date of equity distribution, the total share capital of the company changes due to the conversion of convertible bonds into shares, repurchase of shares, repurchase and cancellation of shares granted with equity incentives, repurchase and cancellation of shares in major asset restructuring, etc. it is proposed to maintain the distribution proportion per share unchanged, adjust the total distribution accordingly, and announce the specific adjustment separately.
As of the date of deliberation by the board of directors, the total share capital of the company was 1420000000 shares. After deducting 18054793 shares in the special repurchase account, 1401945207 shares remained. Based on this calculation, the total cash dividend to be distributed shall not exceed 42058356210 yuan (including tax).
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the announcement on 2021 profit distribution plan (Announcement No.: 2022011) disclosed by the company in the designated media on the same day.
(IV) the annual report for 2021 and its summary were reviewed and adopted
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the 2021 annual report and summary disclosed by the company in the designated media on the same day.
(V) reviewed and adopted the 2021 annual internal control evaluation report
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the 2021 internal control evaluation report and internal control audit report (2021) disclosed by the company in the designated media on the same day.
(VI) the 2021 social responsibility report was reviewed and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the 2021 social responsibility report disclosed by the company in the designated media on the same day.
(VII) the 2021 environmental, social and corporate governance (ESG) report was reviewed and adopted
Voting results: 3 in favor, 0 against and 0 abstention.
Please refer to ESG’s environmental and corporate governance report on the same day of 2021 for details.
(VIII) the proposal on scrapping of some fixed assets, provision for asset impairment and write off of bad debts of the company in 2021 was reviewed and approved
In order to more truly, objectively and fairly reflect the asset status of the company, the company plans to scrap some fixed assets, make provision for asset impairment and write off bad debts in 2021. This partial asset scrapping will reduce the net profit attributable to the parent company by 259659 million yuan; The provision for impairment will reduce the net profit attributable to the parent company by 2165300 yuan, and the merger will reduce the net profit attributable to the parent company by 281312 million yuan. The bad debt write off meets the requirements of the actual situation and accounting policies of the company, and the write off will not have a significant impact on the current profit and loss of the company.
Voting results: 3 in favor, 0 against and 0 abstention.
For details, please refer to the announcement on the scrapping of some fixed assets, provision for asset impairment and write off of bad debts of the company in 2021 (Announcement No.: 2022014) disclosed by the company in the designated media on the same day.
(IX) the proposal on Amending the rules of procedure of the board of supervisors was deliberated and adopted
In accordance with the provisions and changes of the securities law of the people’s Republic of China (revised in 2019), the guidelines for the articles of association of listed companies (revised in 2022) (CSRC announcement [2022] No. 2), the stock listing rules of Shanghai Stock Exchange (revised in January 2022), the company law and other relevant laws, regulations and normative documents, and in combination with the actual situation of the company, the rules of procedure of the board of supervisors are hereby revised.
Voting results: 3 in favor, 0 against and 0 abstention.
See the revised relevant system disclosed by the company in the designated media on the same day for details.
It is hereby announced.
Zhejiang Jiahua Energy Chemical Industry Co.Ltd(600273) board of supervisors March 30, 2022
