REG - Huatai Securities Co - IMPLEMENTATION OF EQUITY DISTRIBUTION FOR 2021

Huatai Securities CoAnnouncement

28/07/2022 12:30

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RNS Number : 1220U  Huatai Securities Co., Ltd   28 July 2022

ANNOUNCEMENT ON IMPLEMENTATION OF EQUITY DISTRIBUTION FOR 2021 OF HUATAI
SECURITIES CO., LTD.

I. SESSION AND DATE OF THE GENERAL MEETING AT WHICH THE DISTRIBUTION PLAN WAS APPROVED

The profit distribution plan was considered and approved at the 2021 annual
general meeting of the Company on June 22, 2022. The announcement on the
resolution of the general meeting has been published on the website of the
Shanghai Stock Exchange (http://www.sse.com.cn), HKEXnews website of the Hong
Kong Exchanges and Clearing Limited (http://www.hkexnews.hk), website of the
London Stock Exchange (http://www.londonstockexchange.com) and website of the
Company (http://www.htsc.com.cn).

II. DISTRIBUTION PLAN
1.    Year of Distribution: 2021
2.    Distribution Participants:

All shareholders of the Company (excluding 45,278,495 A shares of the special
account for securities repurchase of Huatai Securities Co., Ltd. and 1,060,973
A shares to be repurchased and cancelled) registered in the Shanghai Branch of
China Securities Depository and Clearing Company Limited as at the close of
the Shanghai Stock Exchange in the afternoon of the record date.

3.    Differentiated Dividend Distribution Plan:

(1) The differentiated dividend distribution plan

According to the Resolution on the 2021 Profit Distribution of the Company,
which was considered and approved at the 2021 annual general meeting of the
Company, the profit distribution plan of the Company for 2021 is as follows.

1.The Company will distribute cash dividend of RMB4.50 (tax inclusive) per 10
shares based on the Company's total share capital of 9,076,650,000 shares
after deducting 45,278,495 A Shares deposited in the special account for
securities repurchase and 1,060,973 A Shares to be repurchased and cancelled
(i.e. on the basis of 9,030,310,532 shares), with the total cash dividend of
RMB4,063,639,739.40 (tax inclusive), representing 30.45% of net profit
attributable to the shareholders of the Parent Company on a consolidated basis
for 2021.

According to relevant provisions of the Guidelines for Self-regulation of
Companies Listed on Shanghai Stock Exchange No. 7 - Repurchase of Shares
(《上海证券交易所上市公司自律监管指引第7号－回购股份》),
the amount of share repurchases effected by a company in a year shall be
deemed as cash dividends and be counted in the calculation of the cash
dividend ratio for the year. Accordingly, based on the amount of share
repurchases effected by the Company for 2021 of RMB48,959,144.00 (excluding
transaction costs), the total cash dividend amounted to RMB4,112,598,883.40,
representing 30.81% of net profit attributable to the shareholders of the
Parent Company on a consolidated basis for 2021.

If the total share capital of the Company changes as a result of repurchase
and cancellation of shares granted in the equity incentive scheme during the
period from the disclosure date of this proposal to the record date of the
implementation of the dividend distribution, the Company intends to maintain
the distribution ratio per share unchanged and adjust the total amount of
distribution accordingly. The remaining profit available for distribution to
investors will be carried forward to the next year.

2.Cash dividend is denominated and declared in RMB and paid to holders of A
Shares (including the depositary of GDRs) and the investors of Southbound
Trading in RMB and to holders of H Shares (excluding the investors of
Southbound Trading) in HKD. The actual amount of distribution in HKD shall be
calculated at the rate of average benchmark exchange rate of RMB against HKD
issued by the PBOC five business days prior to the date of the 2021 annual
general meeting of the Company.

(2) The Calculation Basis for Ex-rights and Ex-dividends of the Differentiated
Dividend Distribution

According to the relevant provisions of the Rules Governing the Listing of
Stocks of the Shanghai Stock Exchange, the Company calculates the ex-rights
(ex-dividends) opening reference price according to the following formula:

Ex-rights (ex-dividends) reference price = [(previous closing price - cash
dividends per share) + rights issue (new share) price x percentage of changes
in circulating shares] ÷ (1+ percentage of changes in circulating shares)

According to the Resolution on the Profit Distribution Proposal considered and
approved at the 2021 annual general meeting of the Company, the specific
calculation process of the differentiated dividend ex-rights and ex-dividends
is as follows:

The total share capital of the Company is 9,076,650,000 shares. After
deducting the 45,278,495 A shares held in the special account for securities
repurchase, which shall not be entitled to the profit distribution, and
1,060,973 A shares to be repurchased and cancelled, the number of shares
actually participated in the distribution are 9,030,310,532 shares;

Cash dividend per share = total share capital participating in distribution x
cash dividend per share actually distributed ÷ total share capital =
(9,030,310,532 × RMB0.45) ÷ 9,076,650,000 ≈ RMB0.4477;

According to the Resolution on the 2021 Profit Distribution of the Company
considered and approved at the 2021 annual general meeting, the profit
distribution plan does not involve capitalization of shares or distribution of
additional shares, so the percentage of changes in circulating shares is "0".

In summary, the Company's ex-rights (ex-dividends) reference price =
[(previous-closing price - RMB0.4477) +0] ÷ (1+0) = previous closing price -
RMB0.4477 per share.

III. RELEVANT DATE
  Class of shares   Record date  Last trading day  Ex-rights               Cash dividend payment date

                                                    (ex-dividends) date
 A Shares           2022/8/4     －                 2022/8/5                2022/8/5

IV. PROFIT DISTRIBUTION MATTERS FOR GDR INVESTORS

The Company shall distribute cash dividends to Citibank, National Association,
the nominal holder of domestic basic A Shares corresponding to GDR. According
to the Corporate Income Tax Law of the PRC
(《中华人民共和国企业所得税法》) and other relevant tax
regulations, the Company shall withhold and pay income taxes at a tax rate of
10%. For the qualified investors who invest in the GDR issued by the Company
on London Stock Exchange and comply with the relevant domestic and foreign
regulatory rules (hereinafter referred to as "GDR investors"), if they are
entitled to the treatment as stipulated in relevant tax treaties
(arrangements), applications can be submitted to the governing tax authority
according to regulations.

The record date of GDR investors is the same as the record date of holders of
A Shares. The cash dividend will be distributed to GDR investors by Citibank,
National Association through Euroclear Bank SA/NV and Clearstream Banking,
S.A. on August 12, 2022 (London time).

Huatai Securities Co., Ltd.

July 28, 2022

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