Dongguan Yian Technology Co., Ltd. shareholder return plan for the next three years (2021-2023)
In order to further standardize and improve the profit distribution policy of Dongguan Yian Technology Co., Ltd. (hereinafter referred to as the "Company"), enhance the transparency of profit distribution, ensure that investors share the company's development results, and guide investors to form stable return expectations, according to the China Securities Regulatory Commission The “Notice on Further Implementation of Issues Concerning Cash Dividends of Listed Companies”, “Guidelines for the Supervision of Listed Companies No. 3-Cash Dividends of Listed Companies” and the “Articles of Association” and other relevant documents stipulate that, in light of the actual situation of the company, the company will formulate the next three Annual (2021-2023) shareholder return plan.
1. Factors considered by the company in formulating this plan
The company focuses on long-term and sustainable development, comprehensively considers the company’s actual situation, development strategic planning and industry development trends, and establishes a scientific, continuous and stable return plan and mechanism for investors, so as to make institutional arrangements for profit distribution. Ensure the continuity and stability of the profit distribution policy.
2. The formulation principles of this plan
When formulating profit distribution policies, the company should attach importance to reasonable investment returns to investors, maintain the continuity and stability of the profit distribution policy, and comply with relevant laws and regulations. The company's profit distribution should pay attention to reasonable investment returns to investors and take into account the company's sustainable development.
3. The company's specific shareholder return plan for the next three years
(1) Principles of profit distribution: The company implements an active profit distribution policy and attaches importance to reasonable investment returns to investors, but the profit distribution shall not exceed the range of cumulative distributable profits, and shall not damage the company's ability to continue operations.
(2) Forms of profit distribution: The company can distribute profits in cash or stocks.
(3) The specific conditions and proportions of cash and stock dividends: If there is no major investment plan or major cash expenditures, the company shall distribute dividends in cash, and the profit distributed in cash shall not be less than 20% of the distributable profit realized in the current year. The company may distribute bonus shares while implementing the above-mentioned cash distribution of dividends.
A major investment plan or major cash expenditure refers to one of the following situations:
(1) In the next twelve months, the company intends to invest abroad, acquire assets, or purchase equipment, and its cumulative expenditure reaches or exceeds 50% of the company's most recent audited net assets, and exceeds 50 million yuan;
(2) In the next twelve months, the company intends to invest abroad, acquire assets or purchase equipment, and its cumulative expenditure will reach or exceed 30% of the company's most recent audited total assets.
(4) Interval of profit distribution: Dividends are distributed once a year, and the company's board of directors can propose the company to conduct mid-term cash distribution based on the company's capital needs.
(5) The company's retained undistributed profit use plan arrangement or principle: the company insists that the profit distributed in cash is not less than 20% of the distributable profit realized in the year when there is no major investment plan or major cash expenditure. The company’s retained undistributed profits are mainly used for major investment and cash expenditures such as foreign investment, asset acquisition, equipment purchase, etc., to gradually expand the scale of production and operation, optimize the financial structure, promote the company’s rapid development, and implement the company’s future development plan in a planned and step-by-step manner. The goal is to ultimately maximize the interests of shareholders.
Fourth, the decision-making mechanism of the profit distribution plan
(1) The board of directors combines specific operating data, fully considers the company's profit scale, cash flow status, development stage and current capital needs, and combines the opinions of shareholders (especially public investors), independent directors and external supervisors to formulate annual or mid-term dividends The plan will be implemented after being approved by the company’s shareholders meeting.
The company's board of directors drafts a cash dividend distribution plan, which is voted and approved by the general meeting of shareholders through an ordinary resolution; the company's board of directors drafts a stock dividend distribution plan, which is voted and approved by a special resolution of the general meeting of shareholders. The board of supervisors of the company shall review the dividend distribution plan prepared by the board of directors and provide written review opinions. (2) If the company’s board of directors fails to make a cash profit distribution plan, the reasons shall be disclosed in the periodic report.
Independent directors shall express independent opinions on this. If the company does not distribute profit in the current year or is lower than the cash dividend ratio specified in this plan, the company
The board of directors shall disclose the reasons in the periodic report. Independent directors shall express independent opinions on the reasons for undistributed dividends and the use of undistributed funds retained by the company. Proposals on profit distribution shall be reviewed by the company’s board of directors and submitted to the general meeting of shareholders for approval, and shall be proposed in the general meeting of shareholders. In the detailed argumentation, explain the reasons and the specific uses of the retained funds.
(3) The opinions of independent directors, external supervisors and public investors shall be fully considered in the process of decision-making and demonstration of the profit distribution policy of the company's board of directors, board of supervisors and general meeting of shareholders.
V. Changes in the company's profit distribution policy
The company will maintain the continuity and stability of its dividend distribution policy. If the company needs to adjust its profit distribution policy due to major changes in the company's external operating environment or its own operating conditions, it should take the protection of shareholders’ rights and interests as the starting point. Proposal on the adjustment of profit distribution policy It needs to be submitted to the shareholders' general meeting for approval after the company's board of directors, and the reasons should be demonstrated and explained in detail in the shareholders' general meeting.
6. The formulation cycle and related decision-making mechanisms of shareholder return plans
(1) The shareholder return plan formulation cycle and related decision-making mechanism: The company uses a three-year cycle as a cycle,
Review and formulate the "Shareholder Return Plan" within the cycle, according to shareholders (especially public investors),
The opinions of independent directors and external supervisors are appropriate and necessary for the company’s current dividend distribution policy
Revise, determine the shareholder return plan for this period, and submit it to the general meeting of shareholders for review and approval.
(2) Based on the opinions of shareholders (especially small and medium investors), independent directors and external supervisors, make appropriate and necessary changes to the company's current profit distribution policy to determine the shareholder return plan for this period.
Seven, other
Matters not covered in this plan shall be implemented in accordance with relevant laws and regulations, regulatory documents and the "Articles of Association". This plan is interpreted by the company’s board of directors and will be implemented from the date of approval by the company’s general meeting of shareholders.
Board of Directors of Dongguan Yian Technology Co., Ltd.
April 26, 2021
