Securities code: Wondershare Technology Group Co.Ltd(300624) securities abbreviation: Wondershare Technology Group Co.Ltd(300624) Announcement No.: 2022017
Bond Code: 123116 bond abbreviation: Wanxing convertible bond
Wondershare Technology Group Co.Ltd(300624)
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.
Wondershare Technology Group Co.Ltd(300624) (hereinafter referred to as “the company”) held the 36th meeting of the third board of directors and the 33rd meeting of the third board of supervisors on April 22, 2022, and deliberated and adopted the proposal on whether to plan for profit distribution in 2021. This proposal needs to be submitted to the 2021 annual general meeting of shareholders of the company for deliberation. The details are hereby announced as follows:
1、 Basic information of 2021 profit distribution plan
Audited by Dahua accounting firm (special general partnership), the net profit attributable to the shareholders of the listed company in 2021 was RMB 278455 million, and the net profit realized by the parent company was RMB 207381 million. After the company withdrew RMB 2.0738 million from the statutory surplus reserve according to 10% of the net profit of the parent company, the cumulative distributable profit of the parent company was RMB 206474300 as of December 31, 2021.
In combination with the company’s current operation, profit distribution over the years, capital arrangement plan and development plan for 2022, and on the premise of taking into account the company’s development, future investment plan and shareholders’ interests, the board of directors of the company formulates the profit distribution plan for 2021 as follows: no bonus will be found, no bonus shares will be given, no capital reserve will be converted into share capital, and the undistributed profits will be carried forward to the following years.
2、 Reasons for no profit distribution in 2021
According to the relevant provisions of the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and the articles of association, the accumulated profits distributed by the company in cash in the last three years account for more than 30% of the average annual distributable profits realized in the last three years (20192021), which is in line with the provisions of relevant laws and regulations and the articles of association.
In view of the company’s strategic development needs, there is a large demand for operational working capital, and the business development needs capital investment. At the same time, in view of the office building purchased by the company in Changsha has been completed and capped, is being renovated and planned to be put into use, the state-owned construction land has obtained the real property right certificate and plans to be planned and constructed, the company needs to make corresponding capital reserves to ensure the healthy and sustainable development of the company and better safeguard the long-term interests of shareholders. Considering the company’s long-term development objectives and the actual situation of short-term operation, and on the premise of conforming to the principle of profit distribution, after the study of the board of directors, it is proposed to
Securities code: Wondershare Technology Group Co.Ltd(300624) securities abbreviation: Wondershare Technology Group Co.Ltd(300624) Announcement No.: 2022017
Bond Code: 123116 bond abbreviation: Wanxing convertible bond
The plan of no cash dividend in 2021 is set.
3、 Purpose and plan of undistributed profits of the company
The company’s undistributed profits in 2021 will be accumulated and rolled over to the next year to meet the needs of working capital brought by the company’s daily operation and project construction, and provide a reliable guarantee for the smooth implementation of the company’s medium and long-term development strategy and healthy and sustainable development. In the future, the company will always pay attention to the return to investors in the form of cash dividends. In strict accordance with relevant laws and regulations and the articles of association, the company will comprehensively consider various factors related to profit distribution, strictly implement the relevant profit distribution system from the perspective of conducive to the development of the company and the return of investors, and share the achievements of the company’s development with investors.
4、 Relevant review and approval procedures
1. Deliberation of the board of supervisors
The board of supervisors believes that the company’s plan not to carry out profit distribution in 2021 is made in combination with the actual business situation and future development plan, and there is no damage to the interests of the company and other shareholders, especially small and medium-sized shareholders. The profit distribution plan complies with the profit distribution policies stipulated in the company law, the articles of association, the shareholder return plan for the next three years (20202022), and has legitimacy, compliance rationality. Therefore, we unanimously agree with the plan proposed by the board of directors that no profit distribution will be carried out in 2021.
2. Opinions of independent directors
After verification, the independent directors believe that the plan proposed by the board of directors of the company not to carry out profit distribution in 2021 is in line with the actual situation of the company and the cash dividend policy specified in the articles of association. The profit distribution plan has legitimacy, compliance and rationality, does not damage the rights and interests of minority shareholders, and is conducive to the long-term development of the company, Therefore, we unanimously agree with the plan proposed by the board of directors not to carry out profit distribution in 2021, and agree to submit the proposal to the general meeting of shareholders of the company for deliberation.
5、 Relevant risk tips
The company’s plan not to make profit distribution this time is based on the comprehensive consideration of the company’s future capital needs, strategic planning and other factors, which will not have a significant impact on the company’s operating cash flow, and will not have an adverse impact on the company’s normal operation and long-term development. This matter can only come into effect after being deliberated and approved by the company’s 2021 annual general meeting of shareholders. Please invest rationally and pay attention to investment risks.
6、 Documents for future reference
1. Resolutions of the 36th meeting of the third board of directors;
Securities code: Wondershare Technology Group Co.Ltd(300624) securities abbreviation: Wondershare Technology Group Co.Ltd(300624) Announcement No.: 2022017 bond Code: 123116 bond abbreviation: Wanxing convertible bond
2. Resolutions of the 33rd meeting of the third board of supervisors;
3. Independent directors’ independent opinions on relevant matters of the 36th meeting of the third board of directors.
It is hereby announced.
Wondershare Technology Group Co.Ltd(300624) board of directors
April 23, 2022
