MING YANG SMART ENERGY GROUP
LIMITED
(GDR under the symbol:
"MYSE")
(a joint stock company
established under the laws of the People's Republic of China with
limited liability)
Announcement on Adjustment to
the Total Cash Dividends for 2023 Profit
Distribution
Important
Notice :
l In accordance with the
principle of maintaining a cash dividend of RMB3.0410 (tax
inclusive) per 10 shares, the Company adjusted the total cash
dividends for
profit distribution in 2023 from RMB656,431,695.96 (tax inclusive)
to RMB653,959,210.91 (tax inclusive).
l Reasons for adjustment: From the date of announcement of the
2023 profit distribution plan to the date of disclosure of this
adjustment announcement, (1) the restricted shares held by the
former incentive participants under
the Share Incentive Scheme of the Company that
have been granted but not yet unlocked have been repurchased and
cancelled; (2) During the above period, the Company repurchased the
Company's shares through the Shanghai Stock Exchange trading system
in a centralized bidding transaction. As of the date of disclosure
of this announcement, the number of shares in the special
repurchase securities account of the Company is 121,119,984
shares, which will
not be involved in this profit distribution. The Company adjusts
the total distribution amount accordingly based on the
principle of maintaining the distribution ratio
unchanged.
I.
Contents of profit distribution plan before
adjustment
The Company held the eighth meeting
of the third session of Board of Directors and the sixth meeting of
the third session of Board of Supervisors on 25 April 2024, and
considered and approved the Resolution on Profit Distribution Plan
for the Year 2023 as follows:
As considered and approved at the
sixth meeting of the third session of the Board of Directors of the
Company held on 28 February 2024, the Company proposed to
repurchase and cancel 165,000 restricted shares held by 7 former
incentive participants, which had been granted but not yet
unlocked. Since such repurchase and cancellation procedures are
expected to be completed before the record date for entitlement
distribution, such shares will not be involved in this profit
distribution. From 4 May 2023 to 2 February 2024, the Company
repurchased 89,813,484 shares of the Company through centralized
bidding transactions (the "First Tranche of Share Repurchase"). On
21 February 2024, the Company disclosed that it had repurchased the
Company's shares (second tranche) through centralized bidding
transactions (the "Second Tranche of Share Repurchase"), with the
repurchase period not exceeding 3 months from 19 February 2024. As
of 22 April 2024, the Second Tranche of Share Repurchase has
reached 1%, and the Company has repurchased a total of 23,176,000
shares through centralized bidding transactions. The
above-mentioned shares in such special repurchase account of the
Company will not be involved in this profit
distribution.
After careful consideration, the Company proposed to
distribute a cash dividend of RMB3.0410 (tax inclusive) for every
10 shares to all shareholders based on the total share capital
registered on the record date for equity distribution, deducting
the restricted shares that are expected to be repurchased and
canceled and the share balance in the special repurchase account of
the Company on the record date in 2023. Based on the Company's
current total share capital of 2,271,759,206 shares, the total cash
dividends proposed to be distributed for 2023 were
RMB656,431,695.96 (tax inclusive). No bonus issue or conversion of
capital reserve into share capital would be made for the year. The
ratio of cash dividends to net profit attributable to shareholders
of the parent company for the year was 176.25%.
If the share capital of the Company available for
profit distribution changes as a result of repurchase and
cancellation of shares under share incentive scheme, changes in the
Company's share repurchase, issuance of additional shares under
non-public offering, change of shares under major asset
reorganization, etc., prior to the record date for implementation
of the entitlement distribution, the Company intends to maintain
the distribution ratio per share unchanged, and to adjust the total
amount of distribution accordingly, and the Company will make
further announcement to disclose the details of such
adjustments.
This profit distribution plan has been considered and
approved at the 2023 annual general meeting.
II.
Contents of the Adjusted Profit Distribution
Plan
The Company has completed the
repurchase and cancellation of 165,000 restricted shares which had
been granted but not yet unlocked held by former incentive
participants under the Share Incentive Scheme on 3 June 2024, as
detailed in the "Announcement on the Implementation of the
Repurchase and Cancellation of Certain Equity Incentive Restricted
Shares" disclosed by the Company in the designated information
disclosure media on 30 May 2024.
From the date of the announcement of
profit distribution plan for the year 2023 to the date of
disclosure of this adjustment announcement, the Company repurchased
the Company's shares through the Shanghai Stock Exchange trading
system in a centralized bidding transaction. As of the date of
disclosure of this announcement, the number of shares in the
special repurchase securities account of the Company is 121,119,984
shares
Based on the above, for the year of
2023, the Company proposed to take the total share capital
registered on the record date for equity distribution, deducting
the share balance in the special repurchase account of the Company
on the record date as the base, and if the share capital of the
Company available for profit distribution changes as a result of
repurchase and cancellation of shares under share incentive scheme,
changes in the Company's share repurchase, issuance of additional
shares under non-public offering, change of shares under major
asset reorganization, etc., prior to the record date for
implementation of the entitlement distribution, the Company intends
to maintain the distribution ratio per share unchanged, and to
adjust the total amount of distribution accordingly.
Calculated on the basis of the total
share capital of the Company of 2,271,594,206 shares as at 5 June
2024, deducting 121,119,984 shares in the special repurchase
account, this profit distribution is proposed to distribute a cash
dividend of RMB3.0410 (tax inclusive) for every 10 shares to all
shareholders, and on such basis, the total cash dividend proposed
to be distributed was RMB653,959,210.91 for the year 2023. The
details are subject to the results of the implementation of the
equity distribution.
Ming Yang Smart Energy
Group Limited
5 June
2024