Securities code: Hc Semitek Corporation(300323) securities abbreviation: Hc Semitek Corporation(300323) Announcement No.: 2022024 Hc Semitek Corporation(300323)
Special note of the board of directors 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.
Hc Semitek Corporation(300323) (hereinafter referred to as "the company") held the 12th meeting of the 5th board of directors on April 11, 2022, deliberated and adopted the proposal on the plan for profit distribution in 2021. According to the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies and the articles of Association of the company, the company formulated the plan for profit distribution in 2021, which still needs to be deliberated at the 2021 annual general meeting of shareholders, The relevant information is hereby announced as follows:
1、 Profit distribution plan of the company in 2021
Audited by Rongcheng Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in the consolidated statements in 2021 was 9362359606 yuan, the consolidated undistributed profit in 2021 was -3216147535 yuan, and the undistributed profit of the parent company was 28930607308 yuan.
In order to meet the needs of the company's daily production and operation and strategic development, maintain the company's stable financial situation, prevent potential risks and better safeguard the long-term interests of the company and all shareholders, the board of directors of the company has formulated the profit distribution plan for 2021 as follows: no cash dividend, no bonus shares and no conversion of capital reserve into share capital.
2、 Reasons for no profit distribution in 2021
According to the guidelines for the supervision of listed companies No. 3 - cash dividends of listed companies and the articles of association, the conditions for the company's cash dividends are as follows: when the net profit realized in the current year is positive and the undistributed profit in the current year is positive, the company shall pay cash dividends. As of 2021, the accumulated undistributed profits in the consolidated statements of listed companies are negative, which does not meet the above conditions for cash dividends. After the study of the board of directors, it is proposed that there will be no profit distribution and no conversion of capital reserve into share capital in 2021.
3、 Purpose and use plan of undistributed profits of the company
Comprehensively considering the company's strategic development plan, in order to meet the company's daily operation and long-term development capital needs, the company's retained undistributed profits will be mainly used to meet the company's daily operation needs, support the development of various businesses and working capital needs, so as to provide a reliable guarantee for the smooth implementation of the company's medium and long-term development strategy and sustainable and healthy development.
The company will always pay attention to the return to shareholders and 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, actively implement the company's 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 shareholders and investors.
4、 Opinions of independent directors
After verification, we believe that the 2021 profit distribution plan proposed by the board of directors of the company, which does not distribute cash dividends, bonus shares or convert capital reserve into share capital, is in line with the actual situation of the company and relevant regulations. The profit distribution plan is legal, compliant and reasonable, and there is no damage to the rights and interests of minority shareholders, Conducive to the long-term development of the company. Therefore, we agree to this profit distribution plan and submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 Opinions of the board of supervisors
After review, the board of supervisors believes that the profit distribution plan for 2021 prepared by the board of directors of the company complies with the relevant provisions of the articles of association and the actual situation of the company, is conducive to the sustainable, stable and healthy development of the company, has fulfilled the necessary approval procedures, and is in line with the Listing Rules of Shenzhen Stock Exchange gem The provisions of relevant laws, regulations, normative documents and the articles of association, such as the guidelines for self-discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM. The board of supervisors has no objection to the company's profit distribution plan for 2021 and agrees to submit it to the company's 2021 annual general meeting for deliberation.
6、 Documents for future reference
1. Resolutions of the 12th meeting of the 5th board of directors;
2. Resolutions of the 8th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the 12th meeting of the 5th board of directors.
It is hereby announced.
Hc Semitek Corporation(300323) board of directors April 11, 2002
