Securities code: Sirio Pharma Co.Ltd(300791) securities abbreviation: Sirio Pharma Co.Ltd(300791) announcement Code: 2022018 securities code: 123113 securities abbreviation: xianle convertible bonds
Announcement on the company’s profit distribution plan for 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.
Sirio Pharma Co.Ltd(300791) (hereinafter referred to as “the company” or ” Sirio Pharma Co.Ltd(300791) “) held the 7th Meeting of the 3rd board of directors on April 8, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021, as follows:
1、 Basic information of profit distribution plan
According to the standard unqualified audit report issued by Huaxing Certified Public Accountants (special general partnership) on the company’s 2021 financial report, the parent company realized the distributable profit of RMB 2318344890000 in 2021 As of December 31, 2021, the parent company’s accumulated distributable profit was 8943227072800 yuan, and the balance of capital reserve was 105163608469 yuan.
The company plans to distribute profits based on the total share capital registered on the date of equity distribution. The profit distribution and capital reserve converted into share capital are as follows:
(1) It is proposed to pay a bonus of RMB 4.00 (excluding cash reserve) to all shareholders for each additional share of the company. As of the deliberation date of the board of directors, the total share capital of the company is 180169870 shares, and the cash dividend is expected to be 7206794800 yuan (including tax). The company’s cash dividends accounted for 31.09% of the distributable profits of the parent company in the current year.
(2) If the total share capital of the company changes from the date of disclosure of the relevant announcement of profit distribution in 2021 to the date of equity distribution registration, the distribution proportion will be adjusted according to the principle of unchanged total distribution. In case of subsequent changes in the total share capital, the specific adjustment will be notified separately.
2、 Legality and compliance of profit distribution and capital reserve conversion to share capital plan
The profit distribution plan complies with the company law of the people’s Republic of China, the accounting standards for business enterprises, the notice on further implementing the matters related to cash dividends of listed companies issued by the CSRC, the CSRC’s regulatory guidelines for listed companies No. 3 – cash dividends of listed companies, the Sirio Pharma Co.Ltd(300791) articles of association and the company’s shareholder return plan for the next three years (20202022), Comply with the profit distribution policy, profit distribution plan, long-term return plan of shareholders and relevant commitments made by the company.
3、 Matching of profit distribution plan with the company’s growth
The profit distribution plan is based on the company’s continuous profitability and good financial situation, combined with the company’s future development prospects and long-term strategic planning, and on the premise of conforming to the company’s profit distribution policy and ensuring the company’s normal operation and long-term development. The plan fully considers the interests and reasonable demands of the majority of investors, which is conducive to the majority of investors to participate in and share the business results of the company’s development, It reflects the principle of the company’s positive return to shareholders and matches the company’s business performance and future development.
4、 Description of special opinions
1. Opinions of independent directors
The independent directors of the company believe that the profit distribution plan of the company in 2021 can achieve the purpose of returning to the shareholders of the company. This plan takes into account the actual operation of the company in 2021 and the needs of the company’s future business development. There is no violation of laws, regulations or damage to the interests of the company’s shareholders, especially small and medium-sized shareholders. Therefore, all independent directors unanimously agreed on the profit distribution plan and submitted it to the general meeting of shareholders for deliberation.
2. Opinions of the board of supervisors
The sixth meeting of the third board of supervisors of the company was held on April 8, 2022, and the proposal on profit distribution of the company in 2021 was deliberated and adopted. The board of supervisors believed that the board of directors formulated the profit distribution plan for 2021 according to the actual situation of the company’s operation and development, taking into account the immediate and long-term interests of shareholders. The profit distribution plan complies with the profit distribution policies stipulated in the company law, the securities law, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies (revised in 2022), the articles of association and other regulations, and has legitimacy, compliance and rationality.
5、 Other instructions
The company’s profit distribution plan can only be implemented after being submitted to the general meeting of shareholders for deliberation and approval. There is uncertainty. Please pay attention to the investment risks.
6、 Documents for future reference
1. Resolutions of the 7th Meeting of the 3rd board of directors;
2. Independent opinions of independent directors on matters related to the seventh meeting of the third board of directors of the company;
3. Resolution of the 6th meeting of the 3rd board of supervisors.
It is hereby announced.
Sirio Pharma Co.Ltd(300791)
Board of directors
April 12, 2002
