Securities code: China National Software And Service Company Limited(600536) securities abbreviation: China National Software And Service Company Limited(600536) Announcement No.: 2022026
China National Software And Service Company Limited(600536)
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 individual and joint responsibilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Distribution ratio per share: cash dividend of 0.05 yuan per a share.
Conversion ratio per share: 0.3 shares per share
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.
1、 Contents of profit distribution and conversion of capital reserve to share capital
According to the audit confirmation of zhongtianyun Certified Public Accountants (special general partnership), the net profit realized by the parent company in 2021 was 2129325435 yuan, and the legal surplus reserve was 212932544 yuan. After deducting 2077163401 yuan of cash dividends distributed in 2020 and 4117506168 yuan of undistributed profits carried forward from previous years, the actual profit available for distribution this time was 3956735658 yuan. As of December 31, 2021, the capital reserve of the parent company is 93410588547 yuan.
The board of Directors proposes that the company’s profit distribution and capital reserve conversion plan for 2021 is as follows:
Based on the total share capital registered on the date of equity distribution, a cash dividend of 0.5 yuan (including tax) will be distributed to all shareholders for every 10 shares, and 3 shares will be added to all shareholders with capital reserve for every 10 shares.
As of April 15, 2022, the total share capital of the company is 494562782 shares. Based on this calculation, it is proposed to pay a total cash dividend of 2472813910 yuan, and it is proposed to increase 148368835 shares in total. After the increase, the total share capital of the company is 642931617 shares; On March 15, 2022, the board of directors and the board of supervisors of the company decided to grant 13350000 restricted shares to incentive objects (no more than, and the actual grant amount shall be subject to the announcement of the first grant result of the restricted stock incentive plan in 2021). If these shares are registered before the stock right registration date of this equity distribution, the total share capital of the company will increase to no more than 507912782 shares, Based on this calculation, the total cash dividend to be distributed is no more than 2539563910 yuan, the total proposed increase is no more than 152373835 shares, and the total share capital of the company after the increase is no more than 660286617 shares. The profit to be distributed this time is expected to account for 32.72% – 33.60% of the net profit attributable to shareholders of the listed company in the current year. After profit distribution, the remaining undistributed profits are carried forward to the next year.
The profit distribution and capital reserve conversion plan must also 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 41st meeting of the 7th board of directors on April 15, 2022. All directors unanimously approved the plan for profit distribution and conversion of capital reserve into share capital in 2021, and agreed to submit the plan to the 2021 annual general meeting of shareholders of the company for deliberation.
The independent directors of the company believe that the company’s 2021 profit distribution and capital reserve conversion plan fully considers the company’s current operating conditions, capital needs and future development and other factors, and complies with the provisions of relevant laws and regulations, normative documents and the articles of Association; The 2021 profit distribution plan and the plan for converting capital reserve into share capital do not damage the interests of shareholders, especially minority shareholders.
3、 Relevant risk tips
The profit distribution and the conversion of capital reserve into share capital plan combine the company’s development stage, future capital demand and other factors, and will not have a significant impact on the company’s earnings per share, cash flow status and production and operation.
The profit distribution and capital reserve conversion to share capital plan can only be implemented after being submitted to the 2021 annual general meeting of the company for deliberation and approval. Please pay attention to the investment risks.
It is hereby announced.
China National Software And Service Company Limited(600536) board of directors April 18, 2022
