Jiangling Motors Corporation, Ltd.Public Announcement on 2024 Profit Distribution Proposal
Jiangling Motors Corporation, Ltd. and its Board members undertake that theinformation disclosed herein is truthful, accurate and complete and does not containany false statement, misrepresentation or major omission.
I. Deliberation ProceduresThe Board of Directors of Jiangling Motors Corporation, Ltd. (hereinafter referred to as‘JMC’ or the ‘Company’) reviewed and approved the "Proposal on 2024 ProfitDistribution" in form of a paper meeting held from March 21 to March 27, 2025. Thevoting results were as follows: 9 votes in favor, 0 against, and 0 abstentions. This proposalis subject to review and approval by the Company’s shareholders’ meeting.
II. Overview of the Profit Distribution Proposal
1. General Information
Audited by Ernst & Young Hua Ming LLP, the consolidated net profit attributable to theshareholders of the listed company, achieved in 2024, is RMB 1,537,139,024. Inaccordance with the Company Law, the Articles of Association, and other relevantregulations, and considering the Company's operational and developmental capitalrequirements, the Company proposed to implement the 2024 profit distribution proposalas follows:
(1) During the reporting period, there were no losses to be offset, no statutory reserve wasappropriated, and no discretionary surplus reserve was allocated. The Company'sundistributed profits as at the end of the reporting period amounted to RMB 9,179,333,271.
(2) Based on the Company's total share capital of 863,214,000 shares as of December 31,2024, a cash dividend of RMB 7.12 per 10 shares (tax inclusive) shall be distributed to allthe shareholders, with the total cash distribution amounting to RMB 614,608,368.
(3) No capital reserve will be converted into share capital.
2.This profit distribution proposal is subject to approval by the shareholders' meeting ofthe Company. If the Company's total share capital changes between the disclosure dateand the implementation date of this proposal, the Company shall adjust the distributionratio in accordance with the principle of "maintaining a constant total cash dividendamount," which shall be disclosed in the subsequent profit distribution implementationannouncement.
III. Details of the Profit Distribution Proposal
1. Relevant Indicators
| Items | Current fiscal year | Previous fiscal year | Two fiscal years ago | |
| Total Cash Dividend (RMB) | 614,608,368 | 590,438,376 | 366,002,736 | |
| Total Amount of Share Repurchase Cancellation (RMB) | 0 | 0 | 0 | |
| Net Profit Attributable to Shareholders of the Listed Company (RMB)） | 1,537,139,024 | 1,475,597,266 | 915,049,168 | |
| Accumulated Retained Earnings at Year-End in Consolidated Financial Statements (RMB) | 9,179,333,271 | |||
| Accumulated Retained Earnings at Year-End in Parent Company Financial Statements (RMB) | 10,046,868,559 |
| Has the Company been listed for three full fiscal year | Yes |
| Total Cash Dividends Distributed in the Last Three Fiscal Years (RMB) | 1,571,049,480 |
| Total Share Repurchase Cancellations in the Last Three Fiscal Years (RMB) | 0 |
| Average Net Profit Over the Last Three Fiscal Years (RMB) | 1,309,261,819 |
| Total Cash Dividends and Share Repurchase Cancellations Over the Last Three Fiscal Years (RMB) | 1,571,049,480 |
| Whether the case triggers the circumstances for imposition of an "Other Risk Warning" (ST) under Article 9.8.1(9) of the Listing Rules | No |
2. Rationale Statement
The Company's 2024 annual profit distribution proposal complies with the provisions ofthe Company Law, Accounting Standards for Business Enterprises, Regulatory Guidelinesfor Listed Companies No. 3 – Cash Dividends of Listed Companies, and the Articles ofAssociation of the Company. It aligns with the distribution policies stipulated in theArticles of Association and the shareholder return plan, ensuring that this profitdistribution proposal is lawful, compliant, and reasonable.
According to the aforementioned proposal, the Company's 2024 dividend payout ratiorepresents 40% of the net profit attributable to shareholders of the listed company as statedin the consolidated financial statements for the year. The profit distribution proposalcomprehensively considers factors such as the Company's operational development andshareholder interests, striking a balance between maintaining business stability andenabling shareholders to share in the Company's performance achievements. Thisallocation proposal aligns with the Company's operational performance and will not resultin liquidity shortages or other adverse impacts on the Company’s operations.
IV. Relevant Risk DisclosuresThe profit distribution proposal is subject to approval at the Company's 2024 AnnualShareholders’ Meeting before implementation. Investors are kindly advised to payattention to this matter and be aware of investment risks.
V. Reference Documents
1.Resolution of the Board of Directors of Jiangling Motors Corporation, Ltd.
2. Audit Report for the Fiscal Year 2024 of the Company.
It is hereby announced.
Board of DirectorsJiangling Motors Corporation, Ltd.March 29, 2025