Securities code: Xiongan Kerong Environment Technology Co.Ltd(300152) securities abbreviation: Xiongan Kerong Environment Technology Co.Ltd(300152) Announcement No.: 2022017 Xiongan Kerong Environment Technology Co.Ltd(300152)
Special note 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.
Xiongan Kerong Environment Technology Co.Ltd(300152) (hereinafter referred to as “the company”) held the 6th meeting of the 5th board of directors on April 19, 2022, deliberated and adopted the proposal on no profit distribution in 2021, and now the specific contents are announced as follows:
1、 Basic information of 2021 profit distribution plan
According to the audit report issued by Zhongzheng Tiantong Certified Public Accountants (special general partnership) (hereinafter referred to as “Zhongzheng Tiantong certified public accountants”), the net profit attributable to shareholders of the listed company in the consolidated statements in 2021 was -266523400 yuan. As of December 31, 2021, the cumulative undistributed profits in the consolidated statements and the parent company’s statements were -861512200 yuan and -628705900 yuan respectively. 1. Provisions of the articles of association on profit distribution
(1) Specific conditions and proportion of the company’s cash dividend: except for special circumstances, when the company makes profits in the current year and the accumulated undistributed profits are positive, the company shall give priority to distributing dividends in cash. The annual profit distributed in cash shall not be less than 10% of the distributable profits realized in the current year, and the accumulated profit distributed in cash in the last three years shall not be less than 30% of the annual distributable profits realized in the last three years.
Special circumstances refer to: the audit institution cannot issue a standard unqualified audit report on the company’s current financial report; The company’s major investment plans or major cash expenditures (except for the projects raised funds). Major investment plans or major cash expenditures refer to the cumulative expenditures of the company’s planned foreign investment and asset purchase in the next 12 months, which reach or exceed 30% of the company’s latest audited net assets.
(2) Specific conditions for the company to distribute stock dividends: when the company is in good operation, and the board of Directors believes that the stock price of the company does not match the size of the company’s share capital, and the distribution of stock dividends is conducive to the overall interests of all shareholders of the company, it can put forward a stock dividend distribution plan under the condition of meeting the above cash dividends
2. Reasons for non distribution of profits in 2021
According to the notice on further implementing matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the articles of association and other relevant provisions, in view of the negative distributable profits of the company, no profit distribution is planned in this year, and no profit distribution in this year is in line with the provisions of relevant laws and regulations and the articles of association.
2、 Opinions of independent directors
After verification, we believe that the company’s plan not to distribute profits in 2021 complies with relevant laws and regulations and the articles of association. We agree that the company will not distribute profits in 2021 and submit the plan to the 2021 shareholders’ meeting for deliberation.
3、 Opinions of the board of supervisors
The board of supervisors believes that the plan of no profit distribution in 2021 complies with the provisions of relevant laws and regulations and the articles of association. Therefore, we agree to the proposal on no profit distribution in 2021.
4、 Other instructions
The final annual profit distribution plan for 2021 needs to be determined after being deliberated and approved by the general meeting of shareholders of the company. Please pay attention to the investment risks.
5、 Documents for future reference
1. Resolutions of the 6th meeting of the 5th board of directors;
2. Resolutions of the 4th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the sixth meeting of the Fifth Board of directors.
It is hereby announced.
Xiongan Kerong Environment Technology Co.Ltd(300152) board of directors
April 19, 2002
