Special note on no profit distribution in 2021
Securities code: Zhanjiang Guolian Aquatic Products Co.Ltd(300094) securities abbreviation: Zhanjiang Guolian Aquatic Products Co.Ltd(300094) Announcement No.: 2022022 Zhanjiang Guolian Aquatic Products Co.Ltd(300094)
Special note on no profit distribution in 2021
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Zhanjiang Guolian Aquatic Products Co.Ltd(300094) (hereinafter referred to as “the company”) convened the 12th meeting of the 5th board of directors on April 25, 2022, deliberated and adopted the proposal on the company’s profit distribution plan in 2021. The relevant information is described as follows:
1、 Basic information of the company’s profit distribution plan in 2021
According to the audit, the net profit attributable to the shareholders of the listed company in the consolidated statements of the company in 2021 is -1383789370 yuan, and the net profit of the parent company in 2021 is -3790481351 yuan.
In accordance with 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 other relevant regulations of the China Securities Regulatory Commission, as well as the relevant provisions of the articles of association, in combination with the capital needs of the company’s normal operation, and comprehensively considering the needs of the company’s strategic implementation and long-term development, The board of directors proposed the profit distribution plan for 2021 as follows: no cash dividend, no bonus shares, and no conversion of capital reserve into share capital.
This proposal still needs to be submitted to the 2021 annual general meeting of shareholders for deliberation.
2、 Reasons for no profit distribution in 2021
For a long time, the company has attached great importance to the return on investment of investors. In accordance with the notice on further implementing matters related to cash dividends of listed companies issued by the China Securities Regulatory Commission, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies and other relevant regulations, as well as the provisions of Article 155 of the articles of association, When implementing cash dividends, the company shall meet the following conditions at the same time: “(1) the distributable profit realized by the company in this year (i.e. the after tax profit remaining after the company makes up the losses and withdraws the provident fund) is positive, and the cash flow of the company meets the capital needs of normal production and operation, the implementation of cash dividends will not affect the subsequent continuous operation of the company; (2) the cumulative distributable profit of the company is positive”. In view of the actual situation of the company’s performance loss in 2021, the company does not meet the conditions of cash dividend. In order to ensure the sustainable, stable and healthy development of the company and better protect all shareholders
Special note on no profit distribution in 2021
Considering the company’s business plan and capital demand in 2022, the board of directors of the company agreed not to distribute profits or convert capital reserve into share capital in 2021.
3、 Opinions of independent directors
After careful review, the independent directors believe that the company’s profit distribution plan for 2021 is in line with the current actual situation of the company, the actual needs of the company’s long-term development, the relevant provisions of national laws and regulations and the articles of association, and is conducive to the healthy and sustainable development of the company in the future. The independent directors agree to the proposal on the company’s profit distribution plan for 2021 and agree to submit the plan to the 2021 annual general meeting of shareholders for deliberation.
4、 Opinions of the board of supervisors
The board of supervisors believes that the company’s no profit distribution in 2021 is proposed in combination with the company’s actual operation and future development plan in 2021, which is conducive to the sustainable development of the company and does not harm the interests of the company and all shareholders, and is in line with the company law, the notice on further implementing matters related to cash dividends of listed companies, and the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies Relevant provisions of the articles of association. The board of supervisors agreed to the proposal on the company’s profit distribution plan for 2021.
5、 Documents for future reference
1. Resolution of the 12th meeting of the 5th board of directors
2. Resolution of the 10th meeting of the 5th board of supervisors
3. Independent opinions of independent directors on matters related to the 12th meeting of the 5th board of directors
It is hereby announced.
Zhanjiang Guolian Aquatic Products Co.Ltd(300094) board of directors April 27, 2022
