Securities code: Shenzhen Success Electronics Co.Ltd(002289) securities abbreviation: Shenzhen Success Electronics Co.Ltd(002289) Announcement No.: 2022014 Shenzhen Success Electronics Co.Ltd(002289)
Special note on no profit distribution 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.
Shenzhen Success Electronics Co.Ltd(002289) (hereinafter referred to as “the company”) held the 15th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors on April 6, 2022, deliberated and adopted the 2021 profit distribution plan, and now the relevant information is announced as follows:
1、 2021 profit distribution plan of the company
Audited by Lianda Certified Public Accountants (special general partnership), the company realized a net profit of -2 Tande Co.Ltd(600665) 997 yuan attributable to the shareholders of the listed company in 2021, of which the parent company realized a net profit of -2259883587 yuan. According to the company law, accounting standards for business enterprises, relevant national fiscal and tax systems and other relevant laws and regulations, as well as the articles of association and the relevant provisions of the company’s accounting system, the parent company did not realize profit in 2021, so the company did not withdraw the statutory surplus reserve in this year. As of December 31, 2021, the net profit available for distribution to shareholders of the parent company was -171778333532 yuan and the capital reserve was 171660447311 yuan.
Article 160 of the articles of association stipulates: “when the company plans to implement cash dividends, the following conditions shall be met at the same time: (I) the net profit available for distribution realized by the company in this year or half a year (i.e. the net profit remaining after the company makes up losses and withdraws provident fund) is positive and cash is abundant; the implementation of cash dividends will not affect the subsequent continuous operation of the company; (II) the cumulative profit available for distribution of the company is positive; (III) The audit institution shall issue a standard unqualified audit report on the annual financial report of the company (the semi annual profit distribution shall be implemented in accordance with relevant regulations); (IV) the company has no major investment plan or major cash expenditure (except for the projects raised funds). ” Since the company’s distributable profit at the end of 2021 is negative and does not meet the conditions for cash dividends in the above provisions, the company plans not to distribute profits, distribute cash dividends, give bonus shares or increase share capital with capital reserve in 2021.
2、 Legality and compliance of this profit distribution plan
The company’s profit distribution plan for 2021 matches the company’s performance, complies with the relevant requirements of the articles of association, shareholder return plan for the next three years (20212023) and relevant laws and regulations on profit distribution, and does not harm the interests of the company’s shareholders, especially small and medium-sized shareholders.
In the future, the company will continue to pay attention to the return to shareholders, comprehensively consider various factors related to profit distribution, distribute profits in strict accordance with the company law, securities law, the requirements of regulatory authorities and the company’s profit distribution system, and share the achievements of the company’s growth and development with shareholders.
The profit distribution plan has been deliberated and approved at the 15th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors of the company, and needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
3、 Independent opinions of independent directors
After verification, the independent directors believe that the company’s profit distribution plan for 2021 is in line with the actual situation of the company, the articles of association, the shareholder return plan for the next three years (20212023) and the relevant requirements of relevant laws and regulations on profit distribution, and there is no situation that damages the interests of the company’s shareholders, especially the minority shareholders. Therefore, the independent directors agreed to the company’s 2021 profit distribution plan and agreed to submit the plan to the company’s 2021 annual general meeting for deliberation.
4、 Risk tips
The company’s 2021 profit distribution plan needs to be submitted to the company’s 2021 annual general meeting of shareholders for deliberation and approval before implementation. Please pay attention to investment risks.
5、 Documents for future reference
1. Resolutions of the 15th meeting of the 5th board of directors;
2. Resolutions of the 13th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the 15th meeting of the Fifth Board of directors.
It is hereby announced.
Shenzhen Success Electronics Co.Ltd(002289) board of directors
April 8, 2002
