Securities code: Guangdong Dongpeng Holdings Co.Ltd(003012) securities abbreviation: Guangdong Dongpeng Holdings Co.Ltd(003012) Announcement No.: 2022049 Guangdong Dongpeng Holdings Co.Ltd(003012)
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:
1. According to the relevant provisions of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 9 - share repurchase, listed companies repurchase shares in the special account and do not enjoy the rights of voting at the general meeting of shareholders, profit distribution, conversion of provident fund into share capital, subscription of new shares and convertible corporate bonds. 12736642 shares in the special securities account repurchased by the company will not participate in this equity distribution. Based on the existing total share capital of 1190660000 shares, excluding 12736642 repurchased shares, 1177923358 shares will be distributed to all shareholders for every 10 shares (including tax). The total amount of the company's actual cash dividend = the total share capital actually participating in the distribution × Distribution ratio, i.e. 23558467160 yuan = 1177923358 shares × 0.20 yuan / share.
2. Since the company does not enjoy the right of profit distribution for repurchasing the shares in the special securities account, when calculating the ex right and ex dividend price after the implementation of this equity distribution, the cash dividend per share converted according to the total share capital on the equity registration date = the total amount of actual cash dividend ÷ the total share capital on the equity registration date = 23558467160 yuan ÷ 119066000 shares = 01978605 yuan / share.
3. The ex right and ex dividend price after the implementation of the annual equity distribution in 2021 shall be implemented in accordance with the above principles and calculation methods, that is, the ex right and ex dividend price after the implementation of this equity distribution = the closing price on the equity registration date - 01978605 yuan / share.
Guangdong Dongpeng Holdings Co.Ltd(003012) (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 19, 2022, and the equity distribution is hereby announced as follows:
1、 Equity distribution scheme
The annual equity distribution plan of the company in 2021 is: Based on 117792335800 shares of the company's total existing share capital excluding 1273664200 shares repurchased, Distribute 2000000 yuan in cash to all shareholders for every 10 shares (including tax; after tax deduction, distribute 1800000 yuan for every 10 shares to Hong Kong market investors holding shares through Shenzhen Stock connect (special note: the listed company shall determine the equity distribution and implement the announcement to retain or delete such investors according to whether it belongs to the underlying securities of Shenzhen Stock connect), QFII, rqfii, individuals holding pre IPO restricted shares and securities investment funds; The individual dividend and bonus tax on the restricted shares, equity incentive restricted shares and non tradable shares after the initial public offering is levied at a differentiated tax rate. The company will not withhold the individual income tax temporarily. When an individual transfers shares, the tax payable will be calculated according to his 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 0400000 shall be paid for every 10 shares; if the shareholding is more than 1 month to 1 year (including 1 year), RMB 0200000 shall be paid for every 10 shares; if the shareholding is more than 1 year, no tax shall be paid.]
If the share capital changes from the disclosure of this announcement to the implementation period, the distribution proportion will be adjusted accordingly according to the principle that the total distribution amount remains unchanged.
2、 Equity registration date and ex dividend date
The registration date of this equity distribution is May 27, 2022, and the ex right and ex interest date is May 30, 2022.
3、 Equity distribution object
The objects of this distribution are all shareholders of the company registered in Shenzhen Branch of China Securities Depository and Clearing Corporation Limited (hereinafter referred to as "Shenzhen Branch") after the closing of Shenzhen Stock Exchange on the afternoon of May 27, 2022.
4、 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 30, 2022. 2. The cash dividends of the following A-Shares shall be distributed by the company itself: equity incentive restricted shares and restricted shares before IPO.
3. The cash dividends of the following A-share shareholders shall be distributed by the company itself:
Serial number shareholder account shareholder name
1 08 899 Ningbo hongyisheng equity investment partnership (limited partnership)
2 08 848 Ningbo dongzhirui investment partnership (limited partnership)
3 08 859 Ningbo kexilai investment partnership (limited partnership)
4 08 760 Ningbo Yuzhi venture capital partnership (limited partnership)
5 08 941 duilong Deqing Ruiying venture capital partnership (limited partnership)
During the application period of equity distribution business (application date: May 20, 2022 to registration date: May 27, 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.
5、 Adjust relevant parameters
1. Adjust the minimum reduction price promised by shareholders
In the prospectus for Guangdong Dongpeng Holdings Co.Ltd(003012) initial public offering of a shares, the actual controller of the company, the directors and senior managers who indirectly hold the shares of the listed company promised that he Xinming and He Ying, the actual controllers of the company, and the directors and senior managers who indirectly hold the shares of the company, Chen kunlie, Bao Jianyong, Zhong Baomin, Gong Zhiyun, Jin Guoting, Lin Hong, Zhang tongcai, Shi Yufeng Huang Zheng promised that "if I reduce the shares of the issuer within two years after the expiration of the lock-in period, the reduction price shall not be lower than the issue price (the issue price refers to the issue price of the company's initial public offering of shares. If the company carries out ex rights and ex interests due to the distribution of cash dividends, share distribution, conversion of share capital, issuance of new shares and other reasons after listing, it shall be treated as ex rights and ex interests in accordance with the relevant provisions of the stock exchange) ; The above commitments will not be changed or invalidated due to my change of position or resignation ".
The issuing price of the company's initial public offering is 11.35 yuan / share. After the implementation of this equity distribution, the minimum reduction price of the above personnel within the commitment performance period will be adjusted to 10.85 yuan / share.
Calculation formula: the adjusted minimum reduction price = (IPO price - cash dividend per share since listing) ÷ (1 + share change ratio) = (11.35 yuan / share -0.30 yuan / share -0197936 yuan / share) ÷ (1 + 0.00) = 10.85 yuan / share.
2. After this equity distribution, the company will adjust the grant price of the restricted stock incentive plan in 2021 and the exercise price of the stock option incentive plan in 2022 according to the adjustment methods and procedures specified in the restricted stock incentive plan in 2021 (Draft) and the stock option incentive plan in 2022 (Draft). The company will perform the review procedures and information disclosure obligations of the adjustment in accordance with relevant regulations, Please pay attention to the follow-up announcement of the company.
6、 Advisory body:
Address: No. 127 Jihua West Road, Chancheng District, Foshan City, Guangdong Province Guangdong Dongpeng Holdings Co.Ltd(003012) Securities Affairs Department
Contact: Meng Lingshan, Lai qiaoru
Tel.: 075782666287 Fax: 075782729200
7、 Documents for future reference
1. Resolutions of the 14th meeting of the 4th board of directors;
2. Resolutions of the 2021 annual general meeting of shareholders;
3. The specific implementation time of the company's settlement plan.
It is hereby announced.
Guangdong Dongpeng Holdings Co.Ltd(003012) board of directors may 23, 2002