Securities code: Shanghai Geoharbour Construction Group Co.Ltd(605598) securities abbreviation: Shanghai Geoharbour Construction Group Co.Ltd(605598) Announcement No.: 2022019 Shanghai Geoharbour Construction Group Co.Ltd(605598) infrastructure (Group) Co., Ltd
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 individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
Important content tips:
Distribution ratio per share: cash dividend of 0.36 yuan (including tax) is proposed to be distributed for every 10 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 of the company changes before the equity registration date of equity distribution, the company plans to maintain the total distribution unchanged, adjust the distribution proportion per share accordingly, and will announce the specific adjustment separately.
Brief reasons for the cash dividend ratio of less than 30% in this year: in order to ensure the smooth operation of the company’s business during the epidemic period and meet the capital needs of the company for continuous project expansion, project undertaking and technology research and development during the rapid growth period, the company plans to distribute cash dividend of RMB 621876481 in 2021, accounting for 10.14% of the net profit attributable to shareholders of Listed Companies in this year. The company expects that this profit distribution plan can better take into account the return to shareholders and the capital demand for the company’s sustainable development in the future.
1、 Contents of profit distribution plan
Audited by Lixin Certified Public Accountants (special general partnership), the company realized a net profit of 6133921255 yuan attributable to the shareholders of the listed company in 2021. As of December 31, 2021, the cumulative distributable profit of the parent company was 1346338201 yuan. In 2021, the company plans to distribute profits based on the total share capital registered on the date of equity distribution. The profit distribution plan is as follows:
The company plans to distribute a cash dividend of 0.36 yuan (including tax) to all shareholders for every 10 shares. As of December 31, 2021, the total share capital of the company is 172743467 shares. Based on this calculation, the total cash dividend to be distributed is 621876481 yuan (including tax). The cash dividend ratio of the company this year was 10.14%.
If the total share capital of the company changes between the date of announcement and disclosure of the profit distribution plan and the date of equity distribution registration, the company plans to maintain the total distribution amount unchanged and adjust the distribution proportion per share accordingly.
2、 Description of cash dividend ratio less than 30% in this year
During the reporting period, the profit of the listed company was 6133921255 yuan, the accumulated distributable profit of the parent company was 1346338201 yuan, and the total cash dividend to be distributed by the listed company was 621876481 yuan, accounting for less than 30% of the net profit attributable to the shareholders of the listed company this year. The specific reasons are as follows.
(I) industry situation and characteristics of the company
As the preliminary and basic work of various construction projects, geotechnical engineering is closely related to complex and changeable natural conditions. With the improvement of the complexity of construction geological conditions and the continuous expansion of building scale, the requirements for construction technology are also gradually improved. The geotechnical engineering industry in which the company is located is a capital intensive industry. Engineering enterprises need to pay or occupy a large amount of working capital in all links such as project contracting, equipment procurement / leasing, material procurement, material transportation, construction and completion final accounts. In addition, financial strength, technical ability and quality assurance ability are all important factors for owners to assess the business ability of bidding enterprises. The stronger the financial strength, the more opportunities and ability enterprises have to undertake more high-quality projects. Therefore, in order to ensure the effective operation of each stage of business development and improve the company’s business undertaking capacity, engineering enterprises need to ensure sufficient and sustainable cash flow.
(II) development stage of the company and its own business model
As a comprehensive geotechnical engineering service provider integrating survey, design, construction and monitoring, the company is currently in the stage of rapid growth. The company continued to develop new technologies and began to export technical standards abroad; At the same time, the overseas market continues to expand and the business has developed rapidly. It has formed good engineering performance in Southeast Asia, the Middle East and other places. At present, the company continues to dig deep into the markets of Southeast Asia and the Middle East and expand to South Asia, Latin America and other regions. It needs to invest a lot of money in technology research and development, project undertaking, equipment and material procurement, transportation and daily operating expenses.
(III) reasons for the low profitability and cash dividend level of the company
During the reporting period, the company realized an operating income of RMB 73451854019 and a net profit attributable to shareholders of the parent company of RMB 6133921255.
In order to ensure the stable operation of the company’s business during the epidemic period and meet the capital needs of the company’s continuous project expansion, project undertaking and technology research and development during the rapid growth period, the company plans to distribute a cash dividend of RMB 621876481 in 2021, accounting for 10.14% of the net profit attributable to shareholders of Listed Companies in this year. The company expects that this profit distribution plan can better take into account the return to shareholders and the capital demand for the company’s sustainable development in the future.
(IV) the exact purpose of retained undistributed profits and the estimated income of the company
At the end of 2021, the retained undistributed profits of the company will be transferred to the next year for the expansion and undertaking of overseas business and the reservation of funds for market recovery.
3、 Decision making procedures performed by the company
(I) convening, deliberation and voting of the board meeting
The company held the 10th meeting of the second board of directors on April 29, 2022, deliberated and approved the proposal on profit distribution plan in 2021, and agreed that the company would distribute cash dividends of RMB 0.36 (including tax) to all shareholders for every 10 shares. As of December 31, 2021, the total share capital of the company is 172743467 shares. Based on this calculation, the total cash dividend to be distributed is 621876481 yuan (including tax). The cash dividend ratio of the company this year was 10.14%. This proposal needs to be submitted to the general meeting of shareholders of the company for deliberation.
(II) opinions of independent directors
The independent directors of the company believe that the profit distribution plan of the company in 2021 is in line with the actual situation of the company, taking into account the current operating performance and medium and long-term development of the company, as well as the current and long-term interests of shareholders. There is no damage to the interests of minority shareholders, which is conducive to the sustainable and stable development of the company. The profit distribution plan complies with the relevant provisions of the company law, the articles of association, relevant laws and regulations, normative documents, etc. Therefore, we agree to the above profit distribution plan and agree to submit the proposal to the 2021 annual general meeting of shareholders of the company for deliberation.
(III) opinions of the board of supervisors
The company held the 10th meeting of the second session of the board of supervisors on April 29, 2022, deliberated and passed the proposal on the profit distribution plan for 2021. The board of supervisors held that the profit distribution plan for 2021 was formulated based on the company’s current operation and future development plan, The distribution plan complies with the relevant provisions on dividends in the company law, the securities law, the guidelines for the supervision of listed companies No. 3 – cash dividends of listed companies (revised in 2022) and the articles of association, as well as the company’s dividend distribution policy and dividend return plan. 4、 Relevant risk tips
This cash dividend comprehensively considers the company’s development stage, business model, profitability, capital demand and other factors, and will not have a significant impact on the company’s earnings per share, cash flow status and production and operation.
It is hereby announced.
Shanghai Geoharbour Construction Group Co.Ltd(605598) infrastructure (Group) Co., Ltd. board of directors April 30, 2022
