Securities code: Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) securities abbreviation: Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) Announcement No.: 2022014 Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987)
2021 annual profit distribution and capital reserve converted into share capital 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.
Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) (hereinafter referred to as “the company”) held the 34th meeting of the 9th board of directors and the 16th meeting of the 9th board of supervisors on April 1, 2022, and deliberated and adopted the proposal on the plan for annual profit distribution and conversion of capital reserve into share capital in 2021, which needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The company hereby announces the basic information of the 2021 annual profit distribution and capital reserve conversion plan as follows:
1、 Annual financial overview of 2021
According to the audit of Zhitong 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 248033939849 yuan, the distributable profit after withdrawing the legal surplus reserve and general risk reserve is 227869737387 yuan, plus the balance of undistributed profit of 513431591930 yuan at the end of 2020, minus the distributed dividend of Frontier Biotechnologies Inc(688221) 18850 yuan in 2020, As of December 31, 2021, the balance of profit available for distribution in the company’s consolidated statements is 672479210467 yuan; In 2021, the parent company realized a net profit of 20870700464 yuan, and the distributable profit after withdrawing 10% of the legal surplus reserve was 18783630418 yuan, plus the undistributed profit balance of 196359152713 yuan at the end of 2020, minus the distributed profit
The dividend of 2020 is Frontier Biotechnologies Inc(688221) 18850 yuan, and the balance of distributable profits of the parent company is 146320664281 yuan as of December 31, 2021; As of December 31, 2021, the balance of the parent company’s capital reserve was 1366516611356 yuan, including 1366149837803 yuan of capital stock premium and 366773553 yuan of other capital reserve. 2、 Contents of 2021 profit distribution and capital reserve converted into share capital plan
Based on the company’s profit in 2021, capital demand for future development, industry conditions, return on shareholders’ investment and other comprehensive factors, and on the basis of paying attention to the reasonable return on investment for investors and taking into account the sustainable development of the company, the board of directors of the company put forward the following plans for profit distribution and conversion of capital reserve into share capital in 2021:
In accordance with the relevant requirements of the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the guidelines for the self discipline supervision of listed companies No. 1 – standardized operation of listed companies on the main board of Shenzhen Stock Exchange, and the guidelines for the self discipline supervision of listed companies on Shenzhen stock exchange No. 1 – business handling: 4.1 matters related to the disclosure of periodic reports, the company is based on the distributable profits of the parent company, Based on the total share capital of 3716394417 shares of the company on December 31, 2021, a cash dividend of 2 yuan (including tax) will be distributed to all shareholders for every 10 shares, no bonus shares will be given, and 3.5 shares will be added to all shareholders for every 10 shares with the capital reserve. Before the implementation of this plan, if the total share capital of the company changes due to share repurchase, issuance of new shares and other reasons, the distribution proportion will be adjusted accordingly according to the principle that the total distribution amount remains unchanged. The plan distributes a total cash dividend of 74327888340 yuan (including tax), accounting for 100% of the total profit distribution; The capital reserve was converted into 1 Guangdong Aofei Data Technology Co.Ltd(300738) 045 shares, and the amount of conversion did not exceed the balance of the parent company’s “capital reserve – capital stock premium” at the end of the reporting period. After conversion, the total share capital of the company increased to 5017132462 shares. After this dividend distribution, the undistributed profit balance of the parent company is 71992775941 yuan, which is reserved for distribution in future years.
3、 Relevant description
(I) deliberation opinions of the board of directors
The company’s 2021 annual profit distribution plan and the plan for converting capital reserve into share capital comply with the relevant provisions on profit distribution and the accounting standards for business enterprises, such as 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, the articles of association of the company and the China Securities Regulatory Commission (hereinafter referred to as the “CSRC”) The relevant provisions on the conversion of capital reserve into share capital fully consider the comprehensive factors such as the company’s operating conditions in 2021, the capital demand for future development and the return on investment of shareholders, which is in line with the interests of the company and all shareholders. There is no significant difference between the cash dividend level of the company and the average level of Listed Companies in the industry.
(II) deliberation opinions of the board of supervisors
The company’s 2021 annual profit distribution and capital reserve conversion plan comply with the regulatory requirements of China Securities Regulatory Commission and Shenzhen Stock Exchange (hereinafter referred to as “Shenzhen Stock Exchange”) on the profit distribution of listed companies and the relevant provisions of the accounting standards for business enterprises and other relevant provisions on the conversion of capital reserve into share capital, comply with the relevant provisions of the articles of association, and fully consider the company’s 2021 profit, future development capital demand Comprehensive factors such as industry conditions and shareholders’ return on investment are in line with the interests of the company and all shareholders.
(III) opinions of independent directors
The company’s 2021 annual profit distribution plan and the plan for converting capital reserve into share capital comply with the company law, the regulatory regulations of China Securities Regulatory Commission and Shenzhen Stock Exchange, the articles of association and other relevant provisions, comply with the company’s current operation and financial situation, match the needs of the company’s performance growth and steady development, and fully consider the demands of shareholders, which will not affect the cash flow required by the company’s future operation, Moreover, there is no situation that damages the interests of shareholders, especially small and medium-sized shareholders. We agree to this plan and submit this proposal to the 2021 annual general meeting for deliberation.
4、 Other instructions
(I) before the disclosure of this plan, the company and relevant personnel have done a good job of information confidentiality in strict accordance with the company’s information disclosure management system and insider registration management system, and no information leakage or insider trading has been found. (II) the company’s 2021 profit distribution plan and the plan for converting capital reserve into share capital can only be implemented after being submitted to the company’s 2021 annual general meeting for deliberation and approval. There are certain uncertainties. Please pay attention to the company’s subsequent announcements and pay attention to investment risks.
5、 Documents for future reference
(I) resolutions of the 34th meeting of the ninth board of directors;
(II) resolutions of the 16th meeting of the ninth board of supervisors;
(III) independent opinions of independent directors on relevant matters of the 34th meeting of the ninth board of directors of the company.
It is hereby announced.
Guangzhou Yuexiu Financial Holdings Group Co.Ltd(000987) board of directors April 1, 2022
