Securities code: China Dive Company Limited(300526) securities abbreviation: China Dive Company Limited(300526) Announcement No.: 2022035 China Dive Company Limited(300526)
Announcement 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.
China Dive Company Limited(300526) (hereinafter referred to as “the company”) deliberated and adopted the proposal on 2021 profit distribution plan at the 34th meeting of the 4th board of directors and the 21st Meeting of the 4th board of supervisors held on April 20, 2022. This proposal still needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The specific situation is hereby announced as follows:
1、 2021 profit distribution plan
According to the audit of Asia Pacific (Group) accounting firm (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was -1428877 million yuan, and the net profit after deducting non recurring profits and losses attributable to the shareholders of the listed company was -1296347 million yuan.
The company’s profit distribution plan for 2021 is: no cash dividend, no bonus shares, and no conversion of capital reserve into share capital.
2、 Reasons for no profit distribution in 2021
In accordance with the relevant provisions of 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 and the articles of association of the China Securities Regulatory Commission, The company’s cash dividend shall meet the conditions that “the distributable profit realized by the company in this year (i.e. the after tax profit after the company makes up the loss and withdraws the provident fund) is positive and the cash flow is abundant, and the implementation of cash dividend will not affect the subsequent sustainable operation of the company”.
In view of the company’s performance loss in 2021, comprehensively considering the company’s medium and long-term development plan and short-term production and operation reality, combined with the macroeconomic environment, industry operation situation and the company’s capital demand, in order to ensure the stability and long-term development of the company’s cash flow, enhance the ability to resist risks and realize the sustainable, stable and healthy development of the company, the board of directors
Securities code: China Dive Company Limited(300526) securities abbreviation: China Dive Company Limited(300526) Announcement No.: 2022035 it is proposed that the company will not distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021.
3、 Opinions of independent directors
After review, we believe that the 2021 profit distribution plan proposed by the board of directors of the company without cash dividends, bonus shares and capital reserve is in line with the actual situation of the company and relevant regulations. The profit distribution plan has legitimacy, compliance and rationality, which is conducive to the long-term development of the company. Therefore, we agree to submit the proposal on 2021 annual profit distribution to the general meeting of shareholders for deliberation and approval.
4、 Opinions of the board of supervisors
After review, the board of supervisors believes that the profit distribution plan of the company for 2021 prepared by the board of directors is made in combination with the operation of the company in 2021 and the needs of future development, complies with the provisions of relevant laws, regulations, normative documents and the articles of association, and does not damage the interests of the company and other shareholders, especially small and medium-sized shareholders, and agrees to submit the plan to the 2021 annual general meeting of shareholders of the company for deliberation.
5、 Documents for future reference
1. Resolutions of the 34th meeting of the 4th board of directors;
2. Resolutions of the 21st Meeting of the 4th board of supervisors;
3. Independent opinions of independent directors on relevant matters of the 34th meeting of the Fourth Board of directors.
It is hereby announced.
China Dive Company Limited(300526) board of directors April 22, 2022
