江 铃Ｂ(200550):江铃汽车2024年度权益分派实施公告（英文版）
Jiangling Motors Corporation, Ltd. Public Announcement on Year 2024 Dividend Distribution Jiangling Motors Corporation, Ltd. and its Board members undertake that the information disclosed herein is truthful, accurate and complete and does not contain any false statement, misrepresentation or major omission. Special note: 1. The proposal on dividend distribution of Jiangling Motors Corporation, Ltd. (hereinafter referred to as “JMC” or the “Company”) for the year 2024 was approved at the Company’s 2024 Annual Shareholders’ Meeting held on June 24, 2025, and the proposal on dividend distribution is as follows: based on the Company’s total share capital of 863,214,000 shares, of which the total number of A shares is 519,214,000 shares and the total number of B shares is 344,000,000 shares, as of 31 December 2024, a cash dividend of RMB 7.12 (including tax) per 10 shares is to be distributed to shareholders. No bonus shares will be issued, and no capital reserves will be used to increase share capital. If the Company's share capital changes due to share repurchases or other reasons prior to the equity registration date for the implementation of this profit distribution plan, the Company will recalculate the distribution ratio based on the remaining number of shares after deducting the number of shares in the repurchase account from the total share capital, in accordance with the principle of ‘fixed total cash dividend amount’. 2. As of the disclosure date of this announcement, there are 8,570,478 shares in the Company's share repurchase special account. According to the Shenzhen Stock Exchange Listing Rules for Listed Companies No. 9 — Share Repurchase, shares in the repurchase special account do not have profit distribution rights. The number of shares with distribution rights is 854,643,522. 3. After the implementation of this dividend distribution, the reference prices per share after ex-rights and ex-dividends, calculated based on the total share capital of the Company's A-shares and B-shares respectively, are as follows: The total amount of cash dividends distributed for A-shares (including taxes) = the actual number of A-shares participating in this dividend distribution (excluding repurchased shares) × the actual cash dividend per share = 510,643,522 shares × RMB 0.71914 per share (including taxes) = RMB 367,224,182.41 (including taxes). The cash dividend (including tax) per 10 shares calculated based on the Company's total A-share capital (including repurchased shares) = the total amount of cash dividends distributed for A-shares ÷ A-share capital (including repurchased shares) × 10, i.e., RMB 7.072694 (including tax) = RMB 367,224,182.41 (including tax) ÷ 519,214,000 shares × 10. After the implementation of this dividend distribution, in accordance with the principle of unchanged stock market value, the total share capital of the Company remains unchanged before and after the dividend distribution. The A-share ex-rights and ex-dividends price = the closing price of A-shares on the equity record date – RMB 0.7072694 per share; The cash dividend for Company B-shares is RMB 7.1914 per 10 shares (equivalent to HKD 7.8767 per 10 shares, with an exchange rate of HKD: RMB = 1:0.9130). After the implementation of this dividend distribution, the ex-rights and ex-dividends price for B-shares = the closing price of B-shares on the last trading day - HKD 0.78767 per share. I. Review and approval of the Proposal on Dividend Distribution at a Shareholders’ Meeting 1. The proposal on dividend distribution of Company for the year 2024 was approved at the Company’s 2024 Annual Shareholders’ Meeting held on June 24, 2025, and the proposal on dividend distribution is as follows: based on the Company’s total share capital of 863,214,000 shares as of 31 December 2024, a cash dividend of RMB 7.12 (including tax) per 10 shares is to be distributed to shareholders. No bonus shares will be issued, and no capital reserves will be used to increase share capital. If the Company's share capital changes due to share repurchases or other reasons prior to the equity registration date for the implementation of this profit distribution plan, the Company will recalculate the distribution ratio based on the remaining number of shares after deducting the number of shares in the repurchase account from the total share capital, in accordance with the principle of ‘fixed total cash dividend amount.’ 2. As of the disclosure date of this announcement, there are 8,570,478 shares in the Company's share repurchase special account, shares in the repurchase special account do not have profit distribution rights. Therefore, the actual 2024 profit distribution plan of the Company is as follows: Based on the total distributable shares of 854,643,522 shares (calculated as the Company’s total outstanding shares of 863,214,000 shares minus 8,570,478 repurchased shares), and adhering to the principle of "fixed total cash dividend amount", the Company shall distribute a cash dividend of RMB 7.191400 per 10 shares (including taxes) to all shareholders. 3. The distribution of dividends and relevant adjustment principles are consistent with the proposal on dividend distribution approved at the Shareholders’ Meeting, after deducting the number of shares in the Company's repurchase account, the distribution ratio was adjusted accordingly in accordance with the principle of ‘fixed cash dividend amount’. 4. The implementation of the dividend distribution plan is less than two months away from the date when the shareholders’ meeting approved it. II. Proposal on Dividend Distribution The proposal on dividend distribution of the Company for the year 2024 is as follows: based on the Company's existing total share capital of 854,643,522 shares after deducting 8,570,478 repurchased shares, a cash dividend of RMB 7.191400 (including tax) per 10 shares is to be distributed to shareholders. After tax, qualified foreign institutional investors (QFII and RQFII) holding the Company’s A-shares, individual shareholders and securities investment funds holding the Company’s pre-IPO limited tradable A-shares will receive a cash dividend of RMB 6.472260 per 10 shares. Individual shareholders holding the Company’s post-IPO limited tradable A-shares, equity incentive limited tradable A-shares or unlimited tradable A-shares will receive their dividends at differentiated tax rate, i.e., receive a cash dividend of RMB 7.191400 per 10 shares firstly and pay taxes per actual shareholding period in case investors reduce their holdings of shares after equity record day (Note). Regarding the tax on dividends of securities investment funds holding the Company’s post-IPO limited tradable A-shares, equity incentive limited tradable A-shares or unlimited tradable A-shares, Hong Kong investors will pay tax at 10% of tax rate, and domestic investors will pay tax at differentiated tax rate. Non-resident enterprise shareholders holding the Company’s B-shares and individual shareholders holding the Company’s pre-IPO limited tradable B-shares will receive an after-tax cash dividend of RMB 6.472260 per 10 shares. Domestic and foreign individual shareholders holding the Company’s unlimited tradable B-shares will receive their dividends at differentiated tax rate, i.e., receive a cash dividend of RMB 7.191400 per 10 shares firstly and pay taxes per actual shareholding period in case investors reduce their holdings of shares after equity record day. Note: shareholding period will be counted on securities account and apply “First-In, First-Out”. Regarding the shareholding period within one month (including one month), the shareholder will pay extra tax of RMB 1.438280 per 10 shares when selling the shares; regarding the shareholding period between over one month and one year (including one year), the shareholder will pay extra tax of RMB 0.719140 per 10 shares; regarding the shareholding period over one year, there is no extra tax payment. Special statement: as the Company is a joint venture, the foreign individual shareholders may temporarily be exempt from dividend income tax. The cash dividend paid to the shareholders holding B shares shall be paid in Hong Kong Dollars converted at HKD 1.00 = RMB 0.9130, being the middle rate of the exchange rates between HK dollar and RMB quoted by the People’s Bank of China on the first business day (June 25, 2025) immediately after the relevant resolutions were passed at the Company’s Shareholders’ Meeting. The tax to be paid by the individual shareholders holding B shares withheld in the future shall be converted according to the aforementioned exchange rate. III. Equity Record Date and Ex-dividend Date 1. Equity record date for A shares: August 19, 2025; Ex-dividend date: August 20, 2025. 2. Last trading date for B shares: August 19, 2025; Ex-dividend date: August 20, 2025; Equity record date for B shares: August 22, 2025. IV. Beneficiaries 1. All the A-share holders of the Company who have registered with China Securities Depository and Clearing Corporation, Ltd., Shenzhen Branch, as of the afternoon closing of Shenzhen Stock Exchange on August 19, 2025. 2. All the B-share holders of the Company who have registered with China Securities Depository and Clearing Corporation, Ltd., Shenzhen Branch, as of the afternoon closing of Shenzhen Stock Exchange on August 22, 2025 (the last trading date is August 19, 2025). V. Distribution Methods 1. Cash dividends for A-share holders, which the Company authorizes China Securities Depository and Clearing Corporation, Ltd., Shenzhen Branch to distribute, will be remitted directly to the shareholders’ accounts through their authorized brokers on August 20, 2025. 2. Cash dividends for B-share holders, which the Company authorizes China Securities Depository and Clearing Corporation, Ltd., Shenzhen Branch to distribute, will be remitted directly to the shareholders’ accounts through their authorized brokers or custodian banks on August 22, 2025. If a B-share holder changes his/her custodian on August 22, 2025, he/she shall still receive the dividend from the former custodian. 3. The Company will remit the cash dividends for Nanchang Jiangling Investment Co., Ltd. During the application period for equity distribution business (application date: August 7, 2025 to record date: August 19, 2025), if the amount of cash dividends authorized to China Securities Depository and Clearing Corporation, Ltd., Shenzhen Branch to distribute is insufficient due to the reduction of shares in the securities account of the shareholders whose dividend distributed by the Company directly, all the legal liabilities and consequences shall be borne by the Company. VI. Adjustment of relevant parameters Following the implementation of this profit distribution, the cash dividend per share calculated based on the Company's total share capital is as follows: Actual total cash dividend = Actual share capital participating in the cash dividend × Dividend amount per 10 shares after excluding repurchased shares / 10 shares = 854,643,522 shares × RMB 7.191400/10 shares = RMB 614,608,342.41 (the difference between the actual total cash dividend amount and the total cash dividend amount approved by the shareholders' meeting is due to the fact that, after excluding the Company's repurchased shares, the calculation of the cash dividend amount per 10 shares was rounded to six decimal places); Since the Company's repurchased shares do not participate in dividend distribution, after the implementation of this profit distribution, in accordance with the principle of unchanged stock market value, the Company's total share capital remains unchanged before and after the actual profit distribution, and the proportion of the total cash dividend distributed per share will decrease. Therefore, when calculating the ex-rights and ex-dividends price after the implementation of this profit distribution, the reference prices per share after ex-rights and ex-dividends, calculated based on the total share capital of the Company's A-shares and B-shares respectively, are as follows: The total amount of cash dividends distributed for A-shares (including taxes) = the actual number of A-shares participating in this rights distribution (excluding repurchased shares) × the actual cash dividend per share = 510,643,522 shares × RMB 0.71914 per share (including taxes) = RMB 367,224,182.41 (including taxes). The cash dividend (including tax) per 10 shares calculated based on the Company's A-share capital (including repurchased shares) = the total amount of cash dividends distributed for A-shares ÷ A-share capital (including repurchased shares) × 10, i.e., RMB 7.072694 (including tax) = RMB 367,224,182.41 (including tax) ÷ 519,214,000 shares × 10. After the implementation of this dividend distribution, in accordance with the principle of unchanged stock market value, the total share capital of the Company remains unchanged before and after the dividend distribution. The A-share ex-rights and ex-dividends price = the closing price of A-shares on the equity record date – RMB 0.7072694 per share; The cash dividend for Company B-shares is RMB 7.1914 per 10 shares (equivalent to HKD 7.8767 per 10 shares, with an exchange rate of HKD: RMB = 1:0.9130). After the implementation of this dividend distribution, the ex-rights and ex-dividends price for B-shares = the closing price of B-shares on the last trading day - HKD 0.78767 per share. VII. Other Explanation If there is a case in which the dividend held by a B-share holder was withheld income tax but the shareholder is not a domestic individual or non-resident enterprise, please contact the Company before September 22, 2025 (including the day) and provide relevant materials for screening. Upon confirmation, the Company will assist in the refund of the taxes withheld. VIII. Consulting Institute: Securities Department, Jiangling Motors Corporation, Ltd. Address: No.2111, middle Yingbin Avenue, Nanchang County, Nanchang City, Jiangxi Province, P.R.C. Tel: 0791-85266178 Fax: 0791-85232839 Contact person: Quan Shi, Wan Xianke IX. Documents for reference 1. Resolution of the Board of Directors of JMC; 2. Resolution of the 2024 Annual Shareholders’ Meeting of JMC; 3. A document confirming the specific timing of the dividend distribution issued by China Securities Depository and Clearing Corporation Limited, Shenzhen Branch. The announcement is hereby published. Board of Directors Jiangling Motors Corporation, Ltd. August 14, 2025 中财网
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