The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the content of the announcement, and bear legal responsibility for the authenticity, accuracy and completeness of its content in accordance with the law.
Important content reminder:
● Whether all the IPO shares have been listed and circulated: No
● Whether it involves the transfer of differentiated dividends: yes
● Distribution ratio per share, ratio of conversion per share
Cash dividend of 0.2 yuan per share
0.4 shares per share
● relevant dates
1. Session and date of the general meeting of shareholders for the approval of the plan for distribution and conversion of share capital
The plan for profit distribution and conversion to share capital has been reviewed and approved at the company’s 2021 annual general meeting on May 24, 2022.
2. Plan for allocating and increasing share capital
1. Issue year: 2021
2. Dispatch object:
As of the close of the Shanghai Stock Exchange on the afternoon of the share registration day, all the shareholders of the company (Chipsea Technology (Shenzhen) Co., Ltd. Except for the company’s special securities account for repurchase).
In accordance with the “Company Law of the People’s Republic of China“, “Securities Law of the People’s Republic of China“, “Shanghai Stock Exchange Self-discipline Supervision Guidelines for Listed Companies No. 7 – Repurchase of Shares” and other relevant laws, administrative regulations, departmental rules and other normative documents and ” According to the relevant provisions of the Articles of Association, the shares repurchased by the above-mentioned companies do not enjoy the rights to vote at the general meeting of shareholders, to distribute profits, to convert capital reserves into share capital, to subscribe for new shares and to issue rights.
3. Differentiated dividend distribution scheme:
(1) Differentiated dividend distribution plan
According to the “Proposal on the Company’s 2021 Profit Distribution Plan and Capital Reserve Conversion to Share Capital” reviewed and approved at the 2021 Annual General Meeting of Chipsea Technology (Shenzhen) Co., Ltd. (hereinafter referred to as the “Company”), the Company plans to implement equity distribution The total share capital registered on the equity registration date deducts the shares in the company’s special securities account for repurchase as the base. It is proposed to distribute a cash dividend of RMB 2 (tax included) for every 10 shares registered to all shareholders registered on the equity registration date. It is planned to be registered on the equity registration date. For every 10 shares of all shareholders on the register, 4 shares will be added.
As of the disclosure date of this announcement, the company’s total share capital is 100,000,000 shares. After deducting 383,916 shares in the special securities account for repurchase, the actual number of shares distributed this time is 99,616,084 shares, and 0.2 yuan (tax included) per share will be distributed to all shareholders. 0.4 shares per share were transferred from the capital reserve to all shareholders, and a total cash dividend of RMB 19,923,216.80 (tax included) was distributed, and 39,846,434 shares were transferred from the capital reserve. After this transfer, the company’s total share capital was 139,846,434 shares.
(2) The basis for the calculation of this differential dividend distribution, ex-rights and ex-dividends
According to the “Shanghai Stock Exchange Trading Rules” and other relevant regulations, the company calculates the ex-rights and ex-dividend opening reference price according to the following formula:
Ex-rights (dividend) reference price = (previous closing price – cash dividend) ÷ (1 + change ratio of tradable shares). The previous closing price is the closing price on the filing date of the application or the previous trading day.
Cash dividend per share = (total number of shares participating in the distribution × actual cash dividend per share distributed) ÷ total share capital = (99,616,084*0.2)/100,000,000≈0.1992 yuan/share.
Change ratio of tradable shares = (total number of shares participating in distribution × actual number of shares distributed per share) ÷ total share capital = (99,616,084*0.4)/100,000,000=0.3985
Ex-rights (dividend) reference price for this equity distribution = (previous closing price-0.1992) ÷ (1+0.3985)
3. Relevant dates
4. Implementation Measures for Allocating and Increasing Share Capital
1. Implementation method
(1) The dividends of all shareholders shall be distributed to the shareholders who have been registered in the Shanghai Stock Exchange after the closing of the market on the equity registration date and have completed the designated transactions with the members of the Shanghai Stock Exchange through its capital clearing system through its capital clearing system. Investors who have completed the designated transactions can receive cash dividends at their designated securities branches on the dividend distribution date. The dividends for shareholders who have not completed the designated transactions will be temporarily kept by China Clearing Corporation Shanghai Branch, and will be distributed after the designated transactions have been processed.
(2) If the share capital is increased, CSDC Shanghai Branch will directly account for the shareholders according to the number of shares held by the shareholders registered after the closing of the Shanghai Stock Exchange on the equity registration date.
(3) Shares in the company’s special securities account for repurchase do not participate in this equity distribution.
2. Self-issued objects
3. Tax deduction instructions
(1) For natural person shareholders and securities investment funds who hold unrestricted tradable shares of the company, according to the “Notice on Issues Concerning the Implementation of the Differential Individual Income Tax Policy for Listed Companies’ Dividends and Bonuses” (Financial Tax85) and the Notice on Issues Concerning the Differential Individual Income Tax Policies for Dividends and Dividends of Listed Companies (Financial Tax101), the stocks of listed companies obtained by individuals (including securities investment funds) from the public offering and transfer market, the holding period (referring to the date of obtaining the company’s shares from the public offering and transfer market to the day before the date of transfer and delivery of the shares) If the holding time is more than 1 year, the dividend income is temporarily exempted from personal income tax, and a cash dividend of RMB 0.2 per share is actually distributed; The company does not withhold personal income tax for the time being, and actually distributes a cash dividend of RMB 0.2 per share. When individuals (including securities investment funds) transfer their shares, China Clearing Corporation Shanghai Branch calculates the tax payable according to the period of their shareholding, and the securities companies and other shares The custodian institution deducts and transfers the funds from its capital account to CSDC Shanghai Branch. CSDC Shanghai Branch transfers the payment to the company within 5 working days of the following month, and the company reports to the competent tax authority within the statutory declaration period of the month in which the tax is received. Report payment. The specific actual tax burden is: if the shareholder’s shareholding period is within 1 month (including 1 month), the full amount of dividends and bonus income will be included in the taxable income, and the individual income tax will be calculated and levied at the tax rate of 20%. The actual tax burden 20%; if the shareholding period is more than 1 month to 1 year (including 1 year), the dividend and bonus income will be temporarily reduced by 50% and included in the taxable income, and the individual income tax will be calculated and levied at the tax rate of 20%. Negative 10%; if the holding period exceeds 1 year, the income from dividends and bonuses will be temporarily exempted from personal income tax.
(2) For the natural person shareholders and securities investment funds holding the company’s restricted shares, according to the “Notice on Issues Concerning the Implementation of the Differential Individual Income Tax Policy for Listed Companies’ Dividends and Bonuses” (Financial Tax85), dividends and bonuses obtained after the ban is lifted shall be taxed in accordance with the provisions of item (1) above, and the holding time shall be calculated from the date of lifting the ban; The actual tax burden is 10%, and the actual distribution of cash dividends per share after tax is 0.18 yuan.
(3) For non-resident enterprises holding tradable shares of the company with restricted sales conditions, in accordance with the provisions of the “Enterprise Income Tax Law of the People’s Republic of China” and the “Regulations on the Implementation of the Enterprise Income Tax Law of the People’s Republic of China“, the enterprise income tax shall be levied at a reduced rate of 10%. After tax, a cash dividend of RMB 0.18 was actually distributed per share. If the relevant shareholders believe that they need to enjoy tax treaty (arrangement) treatment or other preferential tax policies to obtain dividends and bonus income, they may file an application with the competent tax authority in accordance with the regulations.
(4) For Qualified Foreign Institutional Investors (QFII), in accordance with the “Notice on Issues Concerning Withholding and Paying Enterprise Income Tax on Dividends, Bonuses and Interest Payments by Chinese Resident Enterprises to QFIIs” (State Tax Letter47), QFII obtains dividends and bonuses distributed by the company, and the company withholds and pays 10% of the corporate income tax. If the relevant shareholders believe that they need to enjoy tax treaty (arrangement) treatment or other preferential tax policies to obtain dividends and bonus income, they may file an application with the competent tax authority in accordance with the regulations.
(5) For shareholders of The Stock Exchange of Hong Kong Limited (including enterprises and individuals) who hold the company’s stocks through “Shanghai Stock Connect”, the dividends and dividends will be held by the company through China Clearing Shanghai Branch in the name of the stock holder. Accounts are issued in RMB.According to the “Notice on Tax Policies Regarding the Pilot Program of the Shanghai-Hong Kong Stock Market Interconnection Mechanism” (Financial Tax81), the cash dividends will be withheld and paid by the Company at a rate of 10%, and the actual distribution of cash dividends is RMB 0.18 per share after tax. If the relevant shareholders believe that the dividend income they have obtained needs to enjoy any tax treaty (arrangement) treatment or other tax preferential policies, they can handle it themselves in accordance with the relevant regulations.
(6) For other institutional investors and legal person shareholders, their cash dividend income tax shall be paid by themselves, and the company actually distributes cash dividends of RMB 0.2 per share before tax.
(7) The source of the capital reserve for this conversion to share capital is the capital reserve formed by the issuance of share capital at a premium, and this conversion of capital reserve to share capital is not tax deductible.
V. Statement of Changes in Share Capital
Whether the company’s initial strategic placement shares have all been listed and circulated: No
6. Explanation of diluted earnings per share
After the implementation of the share transfer plan, the 2021 earnings per share calculated on the basis of the dilution of the total new share capital of 139,846,434 shares will be 0.68 yuan.
7. Relevant consultation methods
If you have any questions about this distribution of rights and interests, please consult the following contact information:
Contact Department: Office of the Board of Directors
Contact number: 0755-86168545
Chipsea Technology (Shenzhen) Co., Ltd.
Board of Directors
June 14, 2022Return to Sohu, see more
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