Securities code: Caissa Tosun Development Co.Ltd(000796) securities abbreviation: Caissa Tosun Development Co.Ltd(000796) Announcement No.: 2022027 bond Code: 112532 bond abbreviation: 17 Caesar 03
Caissa Tosun Development Co.Ltd(000796)
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.
Caissa Tosun Development Co.Ltd(000796) (hereinafter referred to as “the company”) held the 42nd meeting of the 9th board of directors and the 18th meeting of the 9th board of supervisors on April 29, 2022. The meeting deliberated and adopted the 2021 profit distribution plan. The company plans not to distribute profits in 2021. The proposal needs to be submitted to the general meeting of shareholders for deliberation. The relevant information is hereby announced as follows:
1、 2021 profit distribution plan of the company
Audited by Zhongshen Zhonghuan Certified Public Accountants (special general partnership), the company realized a net profit of -689774400 yuan attributable to the shareholders of the listed company in 2021, and the parent company realized a net profit of 5737500 yuan in 2021. After withdrawing the legal surplus reserve and adding the undistributed profit at the beginning of the year, as of December 31, 2021, the undistributed profit in the parent company’s statements was -499730400 yuan and the undistributed profit in the consolidated statements was -5003658 million yuan. According to the principle of the lower of the parent company and the consolidated data, the company’s profit available for distribution to shareholders in 2021 is -5003658 million yuan.
Considering the operation and future development needs of the company in 2021, as well as the share repurchase in previous years, the company plans not to distribute cash dividends, bonus shares or increase share capital with provident fund in 2021 after deliberation and approval by the board of directors and the board of supervisors of the company.
2、 Reasons why the company plans not to make profit distribution in 2021
According to the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of main board listed companies, the articles of association and the shareholder return plan for the next three years (20202022), as the parent company’s cumulative distributable profits are negative by 2021, and the company failed to achieve profits in 2021 due to the epidemic of novel coronavirus pneumonia, the company has great financial pressure in the short term. After the board of directors and the board of supervisors discuss that the company’s production and continuous operation needs are not met, the board of directors plans to allocate funds for the company’s normal operation in 2021.
3、 Opinions of independent directors
In view of the company’s losses in 2021, in order to ensure the normal operation and future development of the company, the company will not distribute profits in 2021, which is in line with the current actual operating conditions and long-term development needs, and is conducive to safeguarding the long-term interests of shareholders. This distribution plan also meets the requirements of the articles of association and other relevant regulations. To sum up, we agree with the plan of no profit distribution proposed by the board of directors and agree to submit the proposal to the general meeting of shareholders of the company for deliberation. 4、 Opinions of the board of supervisors
The company’s intention not to distribute profits in 2021 is based on the needs of the company’s operation and development, starting from the long-term interests of the company, which is conducive to safeguarding the rights and interests of shareholders, conforms to the cash dividend policy in the articles of association, has legitimacy, compliance and rationality, is conducive to the healthy and stable development of the company, and does not damage the interests of shareholders of the company.
5、 Documents for future reference
1. Resolution of the 42nd meeting of the 9th board of directors
2. Resolution of the 18th meeting of the 9th board of supervisors
3. Independent opinions of independent directors of the company on matters related to the 42nd meeting of the ninth board of directors
It is hereby announced.
Caissa Tosun Development Co.Ltd(000796) board of directors April 30, 2022
