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Sinopec Engineering Group Co Ltd. — Notice of Dividend Amount 2014
Aug 18, 2014
14896_rns_2014-08-17_1fd4391a-c05f-4b4b-bf4c-38aeb209af45.pdf
Notice of Dividend Amount
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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中石化煉化工程(集團)股份有限公司 SINOPEC Engineering (Group) Co., Ltd.[*]
(a joint stock limited liability company incorporated in the People’s Republic of China)
(Stock Code: 2386)
DISTRIBUTION OF 2014 INTERIM DIVIDEND AND CLOSURE OF REGISTER OF MEMBERS FOR H SHARES
Distribution of 2014 Interim Dividend
On 15 August 2014, the board of directors (the “ Board ”) of SINOPEC Engineering (Group) Co., Ltd. (the “ Company ”) has approved, among other things, the proposal for the distribution of the interim dividend for the year 2014 (the “ Interim Dividend ”). At the Company’s annual general meeting for the year 2013 held on 8 May 2014, the shareholders of the Company (the “ Shareholders ”) authorised the Board to determine the interim profit distribution plan of the Company for the year 2014. Therefore, the above proposal for the distribution of the Interim Dividend was not subject to Shareholders’ further consideration and approval.
In accordance with the Company’s articles of association, the profits attributable to Shareholders shall be the lower of the Company’s profits after taxation calculated pursuant to the PRC Accounting Standards for Business Enterprises and the International Financial Reporting Standards. The total amount of the Company’s net profits attributable to Shareholders for the six-month period ended 30 June 2014 calculated pursuant to the PRC Accounting Standards for Business Enterprises shall be RMB 1.852 billion. After due consideration of return to Shareholders as well as the long-term interests of the Company, the aggregate amount of the 2014 interim dividends distributed by the Company in cash shall be approximately RMB 0.554 billion. Based on 4,428,000,000 shares, being the total share capital of the Company as at 30 June 2014, the Interim Dividend shall be distributed to all Shareholders on the basis of RMB 0.125 per share (inclusive of applicable taxes).
* For identification purposes only
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The Interim Dividend will be denominated and declared in Renminbi, the holders of the Company’s domestic shares will be paid in Renminbi and the holders of the Company’s foreign invested shares listed overseas (“ H Shares ”) will be paid in Hong Kong dollars. The exchange rate for the Interim Dividend to be paid in Hong Kong dollars will be the mean of the exchange rates of Hong Kong dollars to Renminbi as announced by the People’s Bank of China during the five business days prior to the date of declaration of the Interim Dividend.
Closure of Register of Members for H Shares
The Interim Dividend will be paid on or before Friday, 17 October 2014 to those Shareholders whose names appear on the register of members of the Company at the close of business on Monday, 8 September 2014 (the “ Record Date ”). In order to qualify for the Interim Dividend, the holders of H Shares must lodge all share certificates accompanied by the transfer documents with Computershare Hong Kong Investor Services Ltd. (address: Rooms 1712-1716, 17/F, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong) before 4:30 p.m. on Tuesday, 2 September 2014. For the purpose of ascertaining the Shareholders who qualify for the Interim Dividend, the register of members for H Shares will be closed from Wednesday, 3 September 2014 to Monday, 8 September 2014 (both days inclusive).
Taxation
In accordance with the Enterprise Income Tax Law of the People’s Republic of China (中華人民共和國企業所得稅法) and its implementation regulations which came into effect on 1 January 2008, the Company is required to withhold and pay enterprise income tax at the rate of 10% on behalf of the non-resident enterprise shareholders whose names appear on the register of members for H Shares when distributing the cash dividends. Any H Shares not registered under the name of an individual Shareholder, including HKSCC Nominees Limited, other nominees, agents or trustees, or other organisations or groups, shall be deemed as shares held by non-resident enterprise Shareholders. Therefore, on this basis, enterprise income tax shall be withheld from dividends payable to such Shareholders. If holders of H Shares intend to change its shareholder status, they should enquire about the relevant procedures with their agents or trustees. The Company will strictly comply with the law or the requirements of the relevant government authority and withhold and pay enterprise income tax on behalf of the relevant Shareholders based on the register of members for H Shares as at the Record Date.
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If the individual holders of H Shares are Hong Kong or Macau residents or residents of the countries which had an agreed tax rate of 10% for the cash dividends given to them with China under the relevant tax agreement, the Company should withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of less than 10% with China under the relevant tax agreement, the Company shall withhold and pay individual income tax on behalf of the relevant Shareholders at a rate of 10%. In that case, if the relevant individual holders of H Shares wish to reclaim the extra amount withheld (the “ Extra Amount ”) due to the application of 10% tax rate, the Company can, on behalf of the relevant Shareholders, apply for the relevant agreed preferential tax treatment provided that the relevant Shareholders submit the evidence required by the notice of the tax agreement to the Company’s share registrar for H Shares within the timeline set out below. The Company will assist with the tax refund after the approval of the competent tax authority. Should the individual holders of H Shares be residents of the countries which had an agreed tax rate of over 10% but less than 20% with China under the tax agreement, the Company shall withhold and pay the individual income tax on behalf of the relevant Shareholders at the agreed actual rate in accordance with the relevant tax agreement. In the case that the individual holders of H Shares are residents of the countries which had an agreed tax rate of 20% with China, or which has not entered into any tax agreement with China, or otherwise, the Company shall withhold and pay the individual income tax on behalf of the relevant Shareholders at a rate of 20%.
The Company will appoint a receiving agent in Hong Kong (the “ Receiving Agent ”) and will pay to such Receiving Agent the Interim Dividend (after deductions of relevant tax, if applicable) declared for payment to holders of H Shares. The Interim Dividend will be paid by the Receiving Agent on or before Friday, 17 October 2014. The cheques will be despatched to holders of H Shares by ordinary post at their own risks.
By the Order of the Board SINOPEC Engineering (Group) Co., Ltd SANG Jinghua
Secretary to the Board of Directors and the Company
Beijing, the PRC 18 August 2014
As at the date of this announcement, the Company’s executive director is YAN Shaochun; the non-executive directors are CAI Xiyou, LEI Dianwu, LING Yiqun, CHANG Zhenyong and LI Guoqing; and the independent non-executive directors are HUI Chiu Chung, Stephen, JIN Yong and YE Zheng.
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