Securities code: Shanghai Haoyuan Chemexpress Co.Ltd(688131) securities abbreviation: Shanghai Haoyuan Chemexpress Co.Ltd(688131) Announcement No.: 2022031 Shanghai Haoyuan Chemexpress Co.Ltd(688131)
Announcement on 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: distribution ratio per share: cash dividend of 5.30 yuan (including tax) for every 10 shares, and 4 additional shares for every 10 shares will be transferred to all shareholders with capital reserve, without bonus shares. 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 changes before the equity registration date of equity distribution, it is proposed to maintain the distribution amount per share and the conversion proportion per share unchanged, adjust the total amount of distribution and conversion accordingly, and make a separate announcement on the specific adjustment. The profit distribution plan needs to be submitted to the company’s 2021 annual general meeting for deliberation.
Shanghai Haoyuan Chemexpress Co.Ltd(688131) (hereinafter referred to as “the company”) held the fifth meeting of the third board of directors and the fifth meeting of the third board of supervisors on April 20, 2022, and deliberated and adopted the proposal on profit distribution plan in 2021, which needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. Relevant matters are hereby announced as follows:
1、 Contents of profit distribution plan
According to the audit of Rongcheng Certified Public Accountants (special general partnership), the net profit attributable to the owner of the parent company in 2021 is 19097958089 yuan and the undistributed profit of the parent company is 6863712153 yuan. After deliberation and resolution at the fifth meeting of the third board of directors, the company plans to distribute profits based on the total number of shares on the date of equity distribution and equity registration in 2021. The profit distribution plan is as follows:
According to the strategic planning and business development needs, and on the premise of ensuring the normal capital needs of the company, the company plans to distribute a cash dividend of 5.30 yuan (including tax) to all shareholders for every 10 shares. Based on the total share capital of 74342007 shares as of December 31, 2021, the total cash dividend to be distributed is 3940126371 yuan (including tax). The proportion of cash dividends of the company in this year accounts for 20.63% of the net profit attributable to shareholders of listed companies. At the same time, the company plans to increase 4 shares for every 10 shares to all shareholders with capital reserve. Based on the total share capital of 74342007 shares as of December 31, 2021, a total of 29736802 shares will be increased. After the increase, the total share capital of the company will be increased to 104078809 shares. The number of converted shares is the company’s rounding income according to the actual calculation results. The final number of converted shares is subject to the number of shares disclosed in the announcement on the implementation of equity distribution issued separately after the company has completed the legal procedures.
If the total share capital of the company changes from the date of disclosure of this announcement to the date of equity distribution and equity registration, the company plans to maintain the distribution amount per share and the conversion proportion per share unchanged, and adjust the total distribution and conversion amount accordingly. In case of subsequent changes in the total share capital, the specific adjustment will be announced separately.
The profit distribution plan needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation.
2、 Description of cash dividend ratio less than 30% in this year
During the reporting period, the net profit attributable to the owners of the parent company in 2021 was 19097958089 yuan, the accumulated undistributed profit of the parent company was 6863712153 yuan, and the total cash dividend to be distributed by the company was 3940126371 yuan, accounting for less than 30% of the net profit attributable to the shareholders of the listed company this year. The specific reasons are described below.
(I) industry situation and characteristics of listed companies
The company’s main businesses include the research and development of molecular blocks and tool compounds in the field of small molecule drug discovery, as well as the process development and production technology improvement of small molecule drug APIs and intermediates. It provides global pharmaceutical enterprises and scientific research institutions with relevant products and technical services from drug discovery to large-scale production of APIs and pharmaceutical intermediates, belonging to the field of biomedicine. In recent years, with the continuous improvement of China’s social development level and the enhancement of people’s health awareness, the industry supervision system has been gradually improved, the overall environment of the industry has been gradually improved, and innovative regulations and policies have been continuously issued. The development of biomedical industry shows a trend of centralization, refinement and specialization, and is in a stage of rapid development. In addition, under the macro background of the continuous increase of China’s medical and health care expenditure and the continuous expansion of the pharmaceutical market, coupled with the policy guidance of encouraging innovative R & D, the market scale of China’s cdmo industry continues to expand and the growth rate is obvious. The company is in the opportunity period of industry development and needs to actively invest a lot of money to broaden business areas and strengthen market expansion.
(II) development stage and business model of listed companies
The company is an R & D driven enterprise, and technological innovation is the core competitiveness of the company’s survival and development. The company focuses on the R & D service and industrial application of small molecule drugs. Its main products and services run through the R & D stage and production stage of drug active ingredients. At present, it has formed a unique business model and continuous innovation mechanism of “molecular blocks and tool compounds + characteristic APIs and intermediates” integrated product sales and technical services, mutual promotion, customer demand orientation and independent development, And use a series of advanced technical means to form a number of core technology platforms.
In order to maintain the needs of the company’s production and operation, the company has established the development strategy of “industrialization, globalization and branding”, always adhered to the service tenet of “everything for customers, everything comes from innovation”, and is committed to building an integrated, whole industry chain business model of “molecular blocks and tool compounds + special APIs and intermediates” with Haoyuan characteristics, and enabling drug research and development in the whole process. In the future, the company will gradually improve the upstream and downstream ecosystem through diversification, and realize the integrated extension of service value chain through regional expansion and cross regional management system. At present, the company is in a period of rapid development. The existing project construction, process development and market expansion all have a great demand for funds to better promote the implementation of strategic layout.
(III) profitability and capital demand of listed companies
During the reporting period, the company achieved an operating income of 9692256 million yuan, an increase of 52.61% over the same period of the previous year. Excluding the impact of exchange rate, the growth rate exceeded 55.98%. The net profit attributable to shareholders of listed companies after deducting non recurring profits and losses was 1772362 million yuan, an increase of 49.41% over the same period of the previous year. During the reporting period, the company’s financial situation was generally good. In order to realize the implementation of the company’s strategy, ensure the sustainable development of the company’s businesses and enhance the company’s ability to give long-term and sustainable returns to investors, the company will retain sufficient funds to meet the needs of projects under construction and business development, and fully ensure the stable operation and healthy development of the company.
(IV) reasons for the low level of cash dividends of listed companies
The company is a newly listed company in June 2021, which coincides with the vigorous development of China’s biomedical industry. The company needs to invest a lot of its own working capital to build a new R & D center and industrialization base, continuously improve its independent R & D capacity and production capacity, and promote the rapid development of the company. Comprehensively considering the capital demand and long-term development to ensure the follow-up development of the company, the company will retain part of the undistributed profits to provide guarantee for the sustainable development of the company.
(V) the exact purpose of retained undistributed profits of the listed company and the expected income
For the retained undistributed profits, the company will continue to apply them to the development of its main business, actively promote the implementation of development strategy, support the continuous development of business, further improve the profitability of the company, and repay the majority of investors with better business performance.
3、 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 20, 2022, and deliberated and adopted the proposal on profit distribution plan in 2021. The voting result was: 9 were in favor, accounting for 100% of all directors; 0 abstained and 0 objected. The board of directors agreed to the plan and agreed to submit it to the 2021 annual general meeting of shareholders of the company for deliberation.
(II) opinions of independent directors
The independent directors of the company expressed the following independent opinions on the proposal on profit distribution plan for 2021: the profit distribution plan for 2021 prepared by the board of directors fully considered various factors such as the company’s business needs, shareholder returns and future development, complied with the profit distribution policies and cash dividend provisions of the articles of association, and was conducive to the sustainable, stable and healthy development of the company. The profit distribution plan fulfilled the commitment made by the company on profit distribution during the initial public offering. The voting procedure for the board of directors to consider the plan is legal and effective. The independent directors have no objection to the profit distribution plan of 2021.
(III) opinions of the board of supervisors
The fifth meeting of the third board of supervisors of the company deliberated and approved the proposal on the profit distribution plan for 2021. The board of supervisors held that the profit distribution plan for 2021 fully considered the actual operating performance, cash flow status, capital demand and other factors of the company, and the decision-making procedure, profit distribution form and proportion of the plan were in line with the provisions of relevant laws and regulations and the articles of association, There is no circumstance that damages the interests of shareholders.
(I) this profit distribution plan combines the company’s development stage, future capital demand and other factors, and will not have a significant impact on the company’s operating cash flow, and will not affect the company’s normal operation and long-term development.
(II) the profit distribution plan can only be implemented after being submitted to the 2021 annual general meeting of shareholders of the company for deliberation and approval.
It is hereby announced.
Shanghai Haoyuan Chemexpress Co.Ltd(688131) board of directors April 22, 2022
