Securities code: Zhejiang Zhengguang Industrial Co.Ltd(301092) securities abbreviation: Zhejiang Zhengguang Industrial Co.Ltd(301092) Announcement No.: 2022017 Zhejiang Zhengguang Industrial Co.Ltd(301092)
Announcement on the company’s profit distribution plan for 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.
Zhejiang Zhengguang Industrial Co.Ltd(301092) (hereinafter referred to as “the company”) held the 16th meeting of the 5th board of directors and the 13th meeting of the 5th board of supervisors on April 21, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021, and now the relevant information is announced as follows:
1、 2021 profit distribution plan
According to the audit of Tianjian Certified Public Accountants (special general partnership), the parent company realized a net profit of 65092306 yuan in 2021. After the statutory surplus reserve was withdrawn in accordance with the company law and the articles of association, the parent company realized a distributable profit of 58583075 yuan this year, plus the undistributed profit of 12447635040 yuan in the previous year. As of December 31, 2021, the parent company’s cumulative distributable profit was 12506218115 yuan.
In accordance with the relevant provisions of laws, regulations and normative documents such as the Shenzhen Stock Exchange GEM Listing Rules, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the articles of association and the principles of rewarding shareholders and sharing the company’s operating results with shareholders, taking into account the long-term development of the company and other factors, and on the premise of ensuring the normal operation and business development of the company, The board of Directors proposes the annual profit distribution plan for 2021 as follows:
Based on 133333334 shares of the company’s total share capital as of December 31, 2021, the company distributed cash dividends of 1.20 yuan (including tax) to all shareholders for every 10 shares, with a total of 1600 China High-Speed Railway Technology Co.Ltd(000008) yuan (including tax), and the remaining undistributed profits were carried forward to subsequent years. No bonus shares will be given this year, and no capital reserve will be converted into share capital.
If the total share capital of the company changes before the implementation of the profit distribution plan in 2021, the distribution proportion will be adjusted accordingly according to the principle that the total amount of cash dividends remains unchanged.
2、 Legality, compliance and rationality of profit distribution plan
The company’s profit distribution plan for 2021 complies with the company law, the securities law, the accounting standards for business enterprises, the notice on further implementing 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 provisions. Comply with the profit distribution policy and dividend return plan determined by the company, which is conducive to all shareholders to share the company’s operating results. The profit distribution plan is legal, compliant and reasonable.
3、 Relevant review and approval procedures
1. Deliberations of the board of directors
The company held the 16th meeting of the 5th board of directors on April 21, 2022, deliberated and passed the proposal on the company’s profit distribution plan for 2021, and agreed that the company’s profit distribution plan for 2021 is: Based on 133333334 shares of the company’s total share capital as of December 31, 2021, the company will distribute cash dividends of 1.20 yuan (tax included) for every 10 shares to all shareholders, with a total cash dividend of 1600 China High-Speed Railway Technology Co.Ltd(000008) yuan (tax included), The remaining undistributed profits are carried forward and distributed in subsequent years. No bonus shares will be given this year, and no capital reserve will be converted into share capital. If the total share capital of the company changes before the implementation of the profit distribution plan in 2021, the distribution proportion will be adjusted accordingly according to the principle that the total amount of cash dividends remains unchanged.
2. Opinions of independent directors
After review, we believe that the company’s profit distribution plan for 2021 is based on the actual situation of the company, takes full account of the company’s profitability, sustainable development, shareholder return and other comprehensive factors, does not harm the interests of investors, and meets the requirements of relevant laws and regulations and the articles of Association.
Therefore, we unanimously agree to the company’s profit distribution plan for 2021 and agree to submit the plan to the company’s 2021 annual general meeting for deliberation.
3. Deliberations of the board of supervisors
The company held the 13th meeting of the 5th board of supervisors on April 21, 2022, and deliberated and passed the proposal on the company’s 2021 annual profit distribution plan. The board of supervisors considered that the company’s 2021 annual profit distribution plan was in line with the company law of the people’s Republic of China, the notice on further implementation of cash dividends of listed companies issued by the CSRC The relevant provisions on profit distribution such as the CSRC’s guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association are in line with the profit distribution policy determined by the company and the shareholders’ future dividend return plan.
Therefore, the board of supervisors unanimously agreed to this profit distribution plan and agreed to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
4、 Relevant risk tips
1. Before the disclosure of this profit distribution plan, the company strictly controlled the scope of insiders in strict accordance with laws, regulations, normative documents and relevant provisions of the company’s system, performed the obligation of confidentiality and prohibition of insider trading to relevant insiders, and timely filed insiders to prevent the disclosure of insider information.
2. The profit distribution plan can be implemented only after it is submitted to the 2021 annual general meeting of shareholders of the company for deliberation and disclosure. There is uncertainty. Please pay attention to the investment risks.
5、 Documents for future reference
1. Resolutions of the 16th meeting of the 5th board of directors;
2. Resolutions of the 13th meeting of the 5th board of supervisors;
3. Independent opinions of independent directors on matters related to the 16th meeting of the Fifth Board of directors.
It is hereby announced.
Zhejiang Zhengguang Industrial Co.Ltd(301092) board of directors April 22, 2022
