Securities code: Safbon Water Service (Holding) Inc.Shanghai(300262) securities abbreviation: Safbon Water Service (Holding) Inc.Shanghai(300262) Announcement No.: 2022031 Safbon Water Service (Holding) Inc.Shanghai(300262)
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.
Safbon Water Service (Holding) Inc.Shanghai(300262) (hereinafter referred to as “the company”) convened the 36th meeting of the 4th board of directors and the 27th meeting of the 4th board of supervisors on April 27, 2022, and deliberated and adopted the proposal on profit distribution plan in 2021. The details are as follows:
1、 Basic contents of the proposal
According to the audit of Zhonghua Certified Public Accountants (special general partnership), the net profit attributable to the owner of the parent company in 2021 is -1303692 million yuan, and the net profit realized by the parent company is -615483700 yuan. According to the provisions of the company law and the articles of association, 10% of the statutory surplus reserve will not be withdrawn. As of December 31, 2021, the profit available to shareholders of the parent company is -3745601 million yuan. The company plans to decide not to distribute profits and convert capital reserve into share capital in 2021.
In combination with the company’s operation and cash flow, the board of directors decided that the company would not distribute cash dividends, bonus shares or increase share capital with capital reserve in 2021.
2、 Reasons for no profit distribution and conversion of capital reserve into share capital in 2021
According to the notice on further implementation of matters related to cash dividends of listed companies, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies, the articles of association and other relevant provisions, since the accumulated undistributed profits of the company in 2021 are negative, and considering the company’s current operation and future production and operation capital needs, the company plans not to carry out cash dividends and give bonus shares in 2021, Nor will the capital reserve be converted into share capital.
3、 Implementation of decision-making procedures by the company
(I) deliberations of the board of directors
The company held the 36th meeting of the Fourth Board of directors on April 27, 2022, deliberated and passed the proposal on the profit distribution plan of 2021, agreed to the company’s profit non distribution plan of 2021, and agreed to submit the plan to the company’s 2021 annual general meeting for deliberation.
(II) deliberation of independent directors
The independent directors of the company believe that comprehensive consideration of the company’s development status and capital demand is conducive to meeting the capital demand for the sustainable and healthy development of the company, which is in line with the long-term interests of all shareholders of the company. There is no damage to the interests of the company and shareholders according to the company law, the articles of association and other relevant provisions. Therefore, the independent directors unanimously agreed to the company’s profit non distribution plan for 2021.
(III) deliberation of supervisors
The company held the 27th meeting of the 4th board of supervisors on April 27, 2022, and deliberated and adopted the proposal on profit distribution plan in 2021. It is considered that the non distribution of profits in 2021 is in line with the actual situation of the company, the relevant decision-making procedures are in line with relevant laws and regulations, the company law and the articles of association, and there is no damage to the interests of the company and shareholders. Therefore, we agree to the company’s non profit distribution plan for 2021.
4、 Other instructions
Before disclosing the profit distribution and capital reserve conversion plan, the company strictly controls the scope of insiders, performs the obligation of confidentiality and prohibition of insider trading to relevant insiders, and reminds all relevant insiders to strictly abide by the confidentiality provisions.
5、 Documents for future reference
1. Resolutions of the 36th meeting of the 4th board of directors;
2. Resolutions of the 27th meeting of the 4th board of supervisors;
3. Special instructions and independent opinions of independent directors on relevant matters of the 36th meeting of the Fourth Board of directors.
It is hereby explained.
Safbon Water Service (Holding) Inc.Shanghai(300262) board of directors April 27, 2022
