Securities code: Leyard Optoelectronic Co.Ltd(300296) securities abbreviation: Leyard Optoelectronic Co.Ltd(300296) Announcement No.: 2022015 Leyard Optoelectronic Co.Ltd(300296)
Pre disclosure announcement on 2021 profit distribution 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.
Leyard Optoelectronic Co.Ltd(300296) (hereinafter referred to as “the company”) held the 35th meeting of the Fourth Board of directors on April 14, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021, and now the relevant contents are announced as follows:
1、 Financial overview of 2021
Audited by Lixin Certified Public Accountants (special general partnership), the net profit attributable to the owner of the parent company in 2021 was 61089462218 yuan and the net profit of the parent company was 37529251405 yuan. According to the relevant provisions of the Leyard Optoelectronic Co.Ltd(300296) articles of Association (hereinafter referred to as the “articles of association”), after the company withdraws 3752925141 yuan of the statutory surplus reserve according to 10% of the net profit of the parent company, as of December 31, 2021, the profit available for distribution to the shareholders of the company is 318439159898 yuan, and the balance of the capital reserve of the company is 201294756386 yuan.
2、 Basic information of profit distribution plan
1. Profit distribution plan
Based on the principle of rewarding shareholders and sharing the company’s operating results with shareholders, and taking into account the development of the company and the interests of shareholders, the board of directors of the company proposed the following annual profit distribution plan for 2021:
According to the relevant provisions of the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and the articles of association, the company plans to distribute cash dividends of RMB 0.5 (including tax) to all shareholders for every 10 shares based on the total share capital (excluding repurchased shares) on the equity registration date when the annual equity distribution plan in 2021 is implemented in the future, without giving bonus shares or converting capital reserve into share capital, The remaining undistributed profits are carried forward to the next year.
If the company’s total share capital of 2527382397 shares after deducting the repurchased shares in the repurchase account as of March 31, 2022 is taken as the base for calculation (total share capital of 2542901478 shares and repurchased shares of 15519081 shares), the total cash dividend is expected to be 12636911985 yuan.
If, during the implementation of the profit distribution plan, the total share capital of the company changes due to the conversion of convertible bonds into shares, share repurchase and other reasons, the total amount of dividends will be adjusted accordingly according to the principle that the proportion of cash dividends remains unchanged, and the total amount of distributions calculated according to the latest total share capital of the company will be disclosed in the announcement on the implementation of profit distribution of the company.
2. Legality and compliance of profit distribution plan
The profit distribution plan of the company complies with the relevant provisions of the dividend distribution policy described in the company law, the securities 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, the regulatory guidelines for listed companies No. 3 – cash dividends of listed companies, the articles of association and other documents of the CSRC, and is legal, compliant and reasonable.
3. Matching of profit distribution plan and company growth
On the premise of ensuring the normal operation and long-term development of the company, the profit distribution plan for 2021 takes into account the immediate and long-term interests of shareholders, fully considers the interests and reasonable demands of investors, matches the operating performance and future development of the company, and conforms to the development plan of the company.
3、 Relevant review and approval procedures
1. Opinions of the board of supervisors
All supervisors believe that the company’s profit distribution plan for 2021 matches the growth of the company’s performance, does not violate the relevant provisions of the company law and the articles of association, does not damage the interests of the company’s shareholders, especially the minority shareholders, and is conducive to the normal operation and healthy development of the company. It is agreed to submit the company’s proposal on the company’s profit distribution plan for 2021 to the company’s 2021 annual general meeting for deliberation.
2. Opinions of independent directors
The independent directors of the company believe that after review, we believe that the profit distribution plan of the company in 2021 matches the growth of the company’s performance, does not violate the relevant provisions of the company law and the articles of association, does not damage the interests of the shareholders of the company, especially the minority shareholders, and is conducive to the normal operation and healthy development of the company. It is agreed to submit the plan to the general meeting of shareholders for deliberation.
4、 Other instructions
1. Before the disclosure announcement of this distribution plan, the company strictly controlled the scope of insiders, filed relevant insiders, and fulfilled the obligation of confidentiality and prohibiting insider trading.
2. This profit distribution plan can only be implemented after being submitted to the 2021 annual general meeting of shareholders for deliberation and approval. This matter is still uncertain. Please pay attention to the investment risks.
5、 Documents for future reference
1. Resolution of the 35th meeting of Leyard Optoelectronic Co.Ltd(300296) the 4th board of directors;
2. Resolution of the 31st meeting of Leyard Optoelectronic Co.Ltd(300296) the 4th board of supervisors;
3. Independent opinions of independent directors on matters related to the 35th meeting of the Fourth Board of directors of the company. It is hereby announced.
Leyard Optoelectronic Co.Ltd(300296) board of directors April 14, 2022
