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Extraordinary Announcement

Announcement on 2010 Profit Distribution and Stock Split

2011-05-2010938次
Stock Codes: 600801, 900933  Stock Abbreviations: Huaxin Cement, Huaxin B Share  Ref: Lin 2011-013
 
Huaxin Cement Co., Ltd.
Announcement on 2010 Profit Distribution and Stock Split
 
To the best of our knowledge, the Board of Directors of the Company and its members confirm that there is no material false or misleading statement or material omission in this announcement and shall be severally and jointly liable for the truthfulness, accuracy and completeness of its content.
 
Importance:
 
●     Distribution or stock split proportion of each 10 shares (and each share)
Unit: share
Upon each 10 shares
10
Upon each share
1
 
● Cash dividend per share before and after tax
Unit: Yuan
Cash dividend per share (before tax)
0.2
Cash dividend per share (after tax)
0.18
Cash dividend per share for B share (before tax)
USD 0.030695
Cash dividend per share for B share (after tax)
USD 0.027626
 
●     Date of share registration
 
Date of A share registration
May 25, 2011
Date of B share registration
May 31, 2011
Last trading date for B share
May 25, 2011
 
● Ex-dividend date: May 26, 2011
 
● Listing date of newly added shares
Listing date of newly added A shares not subject to conditional sales
May 27, 2011
Listing date of newly added B shares
June 2, 2011
 
● Date of cash dividends distribution
Date of cash dividends distribution for A share
June 10, 2011
Date of cash dividends distribution for B share
June 10, 2011
 
I. Shareholders’ General Meeting that adopting the Profit Distribution and Stock Split Plan
 
On April 22, 2011, the Annual Shareholders’ General Meeting 2010 of the Company reviewed and adopted the Profit Distribution and Stock Split Plan 2010 of the Company.
 
II. Profit Distribution and Stock Split Plan
 
1. Distribution year: 2010
 
2. Distribution range: All shareholders of the Company
 
3. On the basis of the total 403.6 million shares, a cash dividend of 2 Yuan per 10 shares (incl. tax) shall be distributed, capitalizing of common reserves will be 10 shares upon each 10 shares to all shareholders, after tax, every 10 shares will be distributed cash dividend of 1.8 Yuan, hence 80,720,000 Yuan shall be distributed.  After the stock split, share capital of the Company shall be increased from the current 403.6 million shares to 807.2 million shares.
 
III. Implementation date
 
1. Date of share registration
Date of A share registration
May 25, 2011
Date of B share registration
May 31, 2011
Last trading date for B share
May 25, 2011
 
2. Ex-dividend date: May 26, 2011
 
3. Listing date of newly added shares
Listing date of newly added A shares not subject to conditional sales
May 27, 2011
Listing date of newly added B shares
June 2, 2011
 
4. Date of cash dividends distribution
Date of cash dividends distribution for A share
June 10, 2011
Date of cash dividends distribution for B share
June 10, 2011
 
IV. Distribution objects
 
All shareholders in the registration of China Securities Depository and Clearing Corporation Limited (CSDCC) Shanghai Branch after 3.00 pm on May 25, 2011 (A share registration date) and on May 31, 2011 (B share registration date).
 
V. Implementation on dividends distribution and stock split
 
(I) Cash dividends distribution
 
1. The Company shall transfer full amount of the cash dividends for all A share and B share holders to the appointed bank account of CSDCC Shanghai Branch, dividends shall be transferred to the clearing accounts of securities agencies by CSDCC Shanghai Branch through its clearing system on the first trading day before the distribution date.
 
2. Cash dividends of A share holders who have already transacted the appointed trades shall be directly transferred to their accounts by their mandatory securities agencies; cash dividends of listed share holders who haven’t transacted the appointed trades shall be temporarily kept by China Depository and Clearing Corporation Limited Shanghai Branch, they could draw their cash dividends on the second trading day after they transact the appointed trades.  A share institute investors and corporation investors shall pay the income tax by themselves, their cash dividends shall be distributed before tax with the actual amount of 0.2 Yuan/share; cash dividends of A share individual investors shall be distributed after tax, the individual income tax shall be withheld and paid by the Company at the tax rate of 10%, hence the actual distribution amount shall be 0.18 Yuan/share.
 
3. For Qualified Foreign Institutional Investor (QFII) who hold shares of the Company, the Company shall withhold and pay the income tax for them at the tax rate of 10% according to the "State Administration of Taxation – Notification on Relevant Issues Regarding China Resident Enterprises Distributing Dividends or Interests to QFII and Withholding and Paying Income Tax for Them"(Guo Shui Han 2009 No. 47), hence the actual distribution amount after tax shall be 0.18 Yuan/share.  If QFII shareholders want to enjoy the tax treaty (the arrangement) after they obtain the dividends, they could apply for tax refund at the Taxation Administration in accordance with the relevant provisions after obtaining the dividends.
 
4. Cash dividends of B share holders shall be distributed on USD, B share holders could draw their cash dividends from their mandatory securities agencies or mandatory banks since June 10, 2011.  According to the regulations contained in the “Ministry of Finance - Supplementary Notification in Respect of Individual Income Tax Policy Regarding Dividends of the State Administration of Taxation” [2005] No.102, “Announcement in Respect of Publishing Contents of the Taxation Regulatory Documentation that Shall Be Totally Invalidated or Partially Invalidated“ (Announcement of the State Administration of Taxation [2011] No.2) and “Interim Measures on Withholding Income Tax of Non-resident Corporations at Source” issued by the State Administration of Taxation, the cash dividends of B share holders (except for China resident enterprises or other B shareholders who could enjoy tax benefits and are applicable to the relevant provisions of the tax treaty) shall be distributed after tax.  The Company shall withhold and pay the income tax at a tax rate of 10%, hence the actual distribution amount shall be USD 0.027626.  For China resident enterprises or other B shareholders who could enjoy tax benefits and are applicable to the relevant provisions of the tax treaty, please contact with the Company before June 30, 2011 and provide certificates of China resident enterprise or application and relevant supporting documents for enjoying tax benefits and being applicable to the relevant provisions of the tax treaty.  The Company shall repay their withheld tax after the approval by the Taxation Administration.
 
(II) Stock split
 
According to the relevant provisions of China Depository and Clearing Corporation Limited Shanghai Branch, the converted shares shall be automatically credited to all shareholders that registered on the share registration date according to their number of registered shares in proportion by the China Depository and Clearing Corporation Limited Shanghai Branch through its computer network.  The fractional share (less than 1 share) generated in the process of stock split, shall be ranked according to the amount of the fractional shares.  For the same number of fractional shares, they shall be randomly ranked through the electronic settlement system.  China Depository and Clearing Corporation Limited Shanghai Branch shall register them as 1 share respectively in accordance with the ranking, till the completion of all stock split.
 
VI. Changes in the Capital Structure
Unit: ‘0000 shares
 
Before the change
Change during the period +/-
After the change
Shares
(%)
Bonus issue
Capital reserves to share
others
Sub-total
Shares
%
I. Shares subject to conditional sales
1.State-owned shares
 
 
 
 
 
 
 
 
2. Shares held by State corporation
 
 
 
 
 
 
 
 
3. Shares held by other domestic investors
 
 
 
 
 
 
 
 
4. Shares held by foreign investors
 
 
 
 
 
 
 
 
Sub-total
 
 
 
 
 
 
 
 
II. Shares not subject to conditional sales
1.RMB ordinary shares
23,960
 
 
23,960
 
23,960
47,920
59.37
2.Domestic listed foreign investment shares
16,400
 
 
16,400
 
16,400
32,800
40.63
3. Overseas listed foreign investment shares
 
 
 
 
 
 
 
 
4. Others
 
 
 
 
 
 
 
 
Sub-total
40,360
 
 
40,360
 
40,360
80,720
100
III. Total
40,360
 
 
40,360
 
40,360
80,720
100
 
VII. After implementing the Profit Distribution and Stock Split Plan, earning per share for 2010 is 0.71 Yuan (calculate based on the new share capital 807,200,000).
 
V. Consultation Information
 
Telephone: (027) 87773898
Fax: (027) 87773962
Persons to contact: Ms. Wang Lu / Mr. Peng Puxin
Contact address: Securities Office of the Company
 
V. Document for Inspection:
 
Resolutions of the Annual Shareholders’ General Meeting 2010 and its Announcement
 
Huaxin Cement Co., Ltd.
 
May 20, 2011
 
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