Securities code: Xi’An Manareco New Materials Co.Ltd(688550) securities abbreviation: Xi’An Manareco New Materials Co.Ltd(688550) Announcement No.: 2022015 Xi’An Manareco New Materials Co.Ltd(688550)
Announcement of profit distribution plan in 2021
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Important content tips:
Distribution ratio per share: cash dividend of 17.00 yuan (including tax) will be distributed for every 10 shares of a shares. No capital reserve will be converted into share capital and no bonus shares will be given.
The profit distribution is based on the total share capital registered on the equity distribution registration date, and the specific date will be specified in the equity distribution implementation announcement.
If the total share capital of the company changes before the equity registration date of equity distribution, it is proposed to maintain the distribution proportion per share unchanged, adjust the total distribution accordingly, and make a separate announcement on the specific adjustment.
1、 Contents of profit distribution plan
According to the audit of Zhitong Certified Public Accountants (special general partnership), as of December 31, 2021, the distributable profit of the parent company at the end of the period was 32532733703 yuan, and the net profit attributable to the shareholders of the company in the consolidated statements was 2397731888 yuan. According to the resolution of the board of directors, the company plans to distribute profits based on the total share capital registered on the date of equity distribution in 2021. The profit distribution plan is as follows: 1 The company plans to distribute a cash dividend of 17.00 yuan (including tax) to all shareholders for every 10 shares. As of December 31, 2021, the total share capital of the company is 70181579 shares. Based on this calculation, the total cash dividend to be distributed is 11930868430 yuan (including tax). The amount of cash dividends of the company in this year accounts for 49.76% of the net profit attributable to shareholders of the company in the consolidated statements of 2021.
2. No capital reserve will be converted into share capital and no bonus shares will be given this time.
The company’s shares held by the company through share repurchase will not participate in this profit distribution.
If, from the date of disclosure of this announcement to the date of equity distribution and equity registration, the total share capital of the company changes due to the conversion of convertible bonds into shares / share repurchase / share incentive grant share repurchase and cancellation / major asset restructuring share repurchase and cancellation, the company plans to maintain the distribution proportion per share unchanged, adjust the total distribution accordingly, and will announce the specific adjustment separately.
The profit distribution plan needs to be submitted to the general meeting of shareholders for deliberation.
2、 Decision making procedures performed by the company
(I) convening, deliberation and voting of the board meeting
The company held the fifth meeting of the third board of directors on April 15, 2022 and deliberated and adopted the proposal on profit distribution in 2021 by 9 votes in favor, 0 votes against and 0 abstentions. This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
(II) opinions of independent directors
The independent directors believe that the profit distribution plan for 2021 proposed by the company complies with the relevant requirements on profit distribution in laws and regulations such as 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 on the science and Innovation Board of Shanghai stock exchange No. 1 – standardized operation, the articles of association and the company’s system, and has fully taken into account the company’s financial situation, investor returns The actual situation of the company and the needs of sustainable business development are in line with the interests of the company and all shareholders. We unanimously agree to this profit distribution plan and agree to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
(III) opinions of the board of supervisors
The company held the fifth meeting of the third board of supervisors on April 15, 2022 and deliberated and adopted the proposal on profit distribution in 2021 with 3 votes in favor, 0 votes against and 0 abstentions.
The board of supervisors believes that the company’s profit distribution plan for 2021 fully takes into account the company’s operating performance, cash flow, the company’s development strategic planning, capital demand and other factors. The decision-making procedure, profit distribution form and proportion of the proposal comply with the provisions of relevant laws and regulations and the articles of association, and there is no damage to the interests of the company and shareholders.
3、 Relevant risk tips
(I) analysis of the impact of cash dividends on earnings per share, cash flow and production and operation of listed companies
The company’s profit distribution plan for 2021 comprehensively considers the company’s current development stage, financial status, future business development needs, capital expenditure plan, investor interests and other factors, which is in line with the interests of the company and shareholders and will not have a significant impact on the company’s cash flow, normal operation and long-term development.
(II) description of other risks
The profit distribution plan can only be implemented after being submitted to the 2021 annual general meeting of the company for deliberation and approval. There is a risk that it may be rejected by the general meeting of shareholders. Please pay attention to the investment risk.
It is hereby announced.
Xi’An Manareco New Materials Co.Ltd(688550) board of directors April 18, 2022
