Securities code: Bohai Automotive Systems Co.Ltd(600960) securities abbreviation: Bohai Automotive Systems Co.Ltd(600960) Announcement No.: 202209
Bohai Automotive Systems Co.Ltd(600960)
Announcement on no profit distribution 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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents Bohai Automotive Systems Co.Ltd(600960) (hereinafter referred to as ” Bohai Automotive Systems Co.Ltd(600960) “) in 2021, it is proposed not to carry out cash dividend and not to convert capital reserve into share capital;
The profit distribution plan has been deliberated and approved at the 10th meeting of the 8th board of directors and the 5th meeting of the 8th board of supervisors, and needs to be submitted to the 2021 annual general meeting for deliberation.
1、 Contents of profit distribution plan
According to the audit of zhongxinghua Certified Public Accountants (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was -9010706487 yuan. As of December 31, 2021, the cumulative distributable profit of the company (parent company) was 34666813749 yuan.
The board of directors of the company drew up the profit distribution plan for 2021 as follows: no profit distribution and no conversion of capital reserve into share capital.
The profit distribution plan needs to be submitted to the general meeting of shareholders for deliberation.
2、 Description of no profit distribution in 2021
1. Reasons for no profit distribution in 2021
According to the relevant provisions of the articles of association, on the premise of annual profit, the company shall fully withdraw the legal accumulation fund in accordance with the provisions of the company law and the articles of association. Under the condition of meeting the capital needs of the company’s normal production and operation and no major capital expenditure, the company shall distribute profits in cash.
In 2021, affected by the covid-19 pneumonia epidemic in Europe, the shortage of chips and the sharp rise in the price of main raw materials, the net profit attributable to the shareholders of the listed company was negative, and the company did not meet the conditions for dividend distribution according to the relevant provisions of the articles of association.
2. Purpose and plan of undistributed profits
The undistributed profits retained by the company will be used for the development of the company’s core business, supplement the working capital required for operation, support product R & D and market expansion, enhance the company’s anti risk ability and core competitiveness, and provide a reliable guarantee for the implementation of the company’s medium and long-term development strategic plan and sustainable, healthy and stable development.
Securities code: Bohai Automotive Systems Co.Ltd(600960) securities abbreviation: Bohai Automotive Systems Co.Ltd(600960) Announcement No.: 202209
3、 Decision making procedures performed by the company
(I) convening, deliberation and voting of the board meeting
On April 22, 2022, the company held the 10th meeting of the 8th board of directors. With 9 affirmative votes, 0 negative votes and 0 abstention votes, the company deliberated and adopted the 2021 profit distribution plan and agreed to submit the proposal to the general meeting of shareholders for deliberation.
(II) opinions of independent directors
In 2021, due to performance losses, the company plans not to make profit distribution or convert capital reserve into share capital, which is in line with the actual situation and future development needs of the company, conducive to the sustainable, stable and healthy development of the company, and in line with the provisions of relevant laws, regulations, normative documents and the articles of association. The profit distribution plan for 2021 has fulfilled the necessary review procedures, and there is no case that damages the interests of minority shareholders. In conclusion, we agree to the profit distribution plan for 2021 and agree to submit it to the general meeting of shareholders for deliberation.
(III) opinions of the board of supervisors
On April 22, 2022, the company held the fifth meeting of the eighth board of supervisors. With 3 affirmative votes, 0 negative votes and 0 abstention votes, the company deliberated and adopted the company’s profit distribution plan for 2021 and agreed to submit the proposal to the general meeting of shareholders for deliberation.
4、 Relevant risk tips
The profit distribution plan needs to be submitted to the general meeting of shareholders for deliberation. Please pay attention to the investment risks.
It is hereby announced.
Bohai Automotive Systems Co.Ltd(600960)
Board of directors
April 23, 2022
