Securities code: Jiangsu Changhai Composite Materials Co.Ltd(300196) securities abbreviation: Jiangsu Changhai Composite Materials Co.Ltd(300196) Announcement No.: 2022038 bond Code: 123091 bond abbreviation: Changhai convertible bond
Jiangsu Changhai Composite Materials Co.Ltd(300196)
Announcement on the implementation of annual equity 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.
Special tips:
The profit distribution plan of the company is to distribute cash dividend of 1.50 yuan (including tax) to all shareholders for every 10 shares. From the disclosure of the distribution plan to the implementation period, the total share capital of the company has changed due to the conversion of convertible corporate bonds, and the company will adjust the total distribution amount according to the principle of unchanged distribution proportion.
Jiangsu Changhai Composite Materials Co.Ltd(300196) (hereinafter referred to as “the company”) the 2021 annual equity distribution plan has been deliberated and approved by the 2021 annual general meeting of shareholders held on May 11, 2022. The equity distribution is hereby announced as follows:
1、 Review and approval of profit distribution plan by the general meeting of shareholders
1. The company held the 2021 annual general meeting of shareholders on May 11, 2022 and approved the 2021 annual profit distribution plan. The specific plan is as follows: take the total share capital of the company as of December 31, 2021 as the distribution base, distribute cash dividends of RMB 1.50 (tax included) to all shareholders for every 10 shares, and distribute cash dividends of RMB 6130720350 (tax included) in total, without transferring capital reserve. The company’s convertible corporate bonds (bond abbreviation: Changhai convertible bonds, bond Code: 123091) are convertible from June 29, 2021 to December 22, 2026. If the distribution base of the company changes after the profit distribution plan is considered and approved by the board of directors and the general meeting of shareholders (for example, the total share capital of the company changes due to the issuance of new shares, equity incentive exercise, convertible bonds to shares, share repurchase and other reasons), the total distribution will be adjusted according to the principle of “unchanged distribution proportion” based on the total share capital of the company on the equity registration date when the distribution plan is implemented in the future. 2. “Changhai convertible bonds” is currently in the period of equity conversion. During the period from the disclosure of this distribution plan to the implementation, the total share capital of the company has changed due to the conversion of convertible bonds into shares. The company will adjust the total cash dividends according to the total share capital registered on the equity distribution registration date in accordance with the principle of “unchanged distribution proportion”. Adjusted sub formula
The proposal is as follows: take the total share capital on the equity registration date (May 24, 2022) when the equity distribution of the company is implemented as the base, and distribute 1.50 yuan in cash (including tax) to all shareholders for every 10 shares. No capital accumulation fund will be transferred to increase.
3. The distribution plan implemented this time is consistent with the distribution plan deliberated and approved by the general meeting of shareholders and its adjustment principles. 4. The implementation of the distribution plan has not been more than two months since it was considered and approved by the general meeting of shareholders.
2、 Profit distribution plan implemented this time
1. The annual equity distribution plan of the company in 2021 is based on the total share capital on the equity registration date when the equity distribution of the company is implemented, Distribute 1500000 yuan in cash to all shareholders for every 10 shares (tax included; after tax deduction, QFII, rqfii and individuals holding pre IPO restricted shares and securities investment funds will pay 1350000 yuan for every 10 shares; the individual dividend tax on post IPO restricted shares, equity incentive restricted shares and unlimited tradable shares will be levied at a differentiated tax rate, and the company will not withhold individual income tax temporarily. When individuals transfer shares, the tax payable will be calculated according to their holding period [note] ； The red profit tax involved in securities investment funds holding post IPO restricted shares, equity incentive restricted shares and non tradable shares shall be levied at 10% on the fund units held by Hong Kong investors and differentiated tax rate on the fund units held by mainland investors).
[Note: according to the principle of first in, first out, the shareholding period is calculated by the investor’s securities account. If the shareholding is within 1 month (including 1 month), RMB 0300000 will be paid for every 10 shares; if the shareholding is more than 1 month to 1 year (including 1 year), RMB 0150000 will be paid for every 10 shares; if the shareholding is more than 1 year, no tax will be paid.]
2. From the disclosure of this distribution plan to the implementation period, the total share capital of the company has changed due to the conversion of convertible bonds into shares, and the company will adjust the total distribution according to the principle of “unchanged distribution proportion”.
3、 Dividend payment date
The registration date of this equity distribution is May 24, 2022;
Ex right and ex interest date: May 25, 2022.
4、 Dividend distribution object
The objects of this distribution are all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Co., Ltd. (hereinafter referred to as “CSDCC Shenzhen Branch”) after the closing of Shenzhen Stock Exchange on the afternoon of May 24, 2022.
5、 Equity distribution method
1. The cash dividends of A-share shareholders entrusted by the company to CSDCC Shenzhen Branch will be directly transferred to their capital account through shareholder custody securities companies (or other custody institutions) on May 25, 2022.
2. The cash dividends of the following A-share shareholders shall be distributed by the company itself:
Serial number shareholder account number shareholder name
1 01 257 Yang Pengwei
2 01 203 Yang Pengwei
3 01 820 Yang Guowen
4 01 656 Xu Yaoxin
During the application period of equity distribution business (application date: May 16, 2022 to registration date: May 24, 2022), if the cash dividend entrusted to China Clearing Shenzhen Branch is insufficient due to the reduction of shares in the securities account of the shareholders, all legal liabilities and consequences shall be borne by our company.
6、 Adjust relevant parameters
After the implementation of this equity distribution, the conversion price of the company’s convertible corporate bonds (bond abbreviation: Changhai convertible bonds, bond Code: 123091) will be adjusted accordingly: before the adjustment, the conversion price of “Changhai convertible bonds” is 16.14 yuan / share, and after the adjustment, the conversion price of “Changhai convertible bonds” is 15.99 yuan / share. The adjusted conversion price will take effect from May 25, 2022 (ex right and ex interest date). For details, please refer to the company’s disclosure on cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on the price adjustment of convertible corporate bonds (Announcement No.: 2022039).
7、 Contact information for consultation
Consulting organization: Jiangsu Changhai Composite Materials Co.Ltd(300196) Securities Investment Department
Address: Tangqiao village, Yaoguan Town, Wujin District, Changzhou City, Jiangsu Province
Tel.: 252057118819
Consultation Fax: 051988712521
Contact person: Fei Weibing, fan Fumei
8、 Documents for future reference
1. Resolutions of the 2021 annual general meeting of shareholders of the company;
2. Resolutions of the 23rd Meeting of the 4th board of directors of the company;
3. The Shenzhen Branch of China Securities Depository and Clearing Corporation Limited confirms the documents related to the specific timing of equity distribution.
It is hereby announced.
Jiangsu Changhai Composite Materials Co.Ltd(300196) board of directors
May 18, 2022
