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瓦轴B:关于2025年度利润分配预案的公告(英文)

深圳证券交易所 04-28 00:00 查看全文

瓦轴B --%

Stock:WazhouB Code:200706 No.:2026-19

Wafangdian Bearing Co. LTD

Announcement on the Profit Distribution Plan for 2025

Our company the whole members of the board of directors and top managements ensured the truth

accuracy completeness no false record misleading statement and fatal omit of the announcement.I. Review Procedure

Wafangdian Bearing Co. LTD. (hereinafter referred to as the "Company") held

the 5th meeting of the 10th Board of Directors on April 24 2025 and deliberated

and approved the "Profit Distribution Plan for 2025". This proposal still needs to

be submitted to the Company's 2025 shareholders' meeting for review.II. The basic situation of the profit distribution and capital reserve fund

conversion into share capital plan

According to the audit conducted by Zhongshen Zhonghuan Certified Public

Accountants (Special General Partnership) the net profit attributable to the

parent company's shareholders for the year 2025 was -58093066.41 yuan.Adding the beginning undistributed profits of -766382732.49 yuan the

distributable profit was -824475798.90 yuan. No legal surplus reserve was

extracted. The total distributable profit for shareholders was 0 yuan. After paying

the cash dividends distributed to shareholders in 2024 of 0 yuan the

undistributed profit at the end of the year was -824475798.90 yuan.Given that the distributable profit for the company in 2025 was negative

considering the actual situation of the company and its operational needs the

board of directors agreed on the 2025 profit distribution plan as follows: In 2025

the company will not distribute dividends will not issue bonus shares and will not

convert the accumulated surplus reserve into share capital.III. Specific Details of the cash dividend plan

(1) The profit distribution plan for 2024 does not trigger any other risk warnings

Project 2025 2024 2023

Total cash dividend (yuan) 0 0 0

Total amount of repurchase and

000

cancellation (yuan)Stock:WazhouB Code:200706 No.:2026-19

Net profit attributable to shareholders

-58093066.41-110212481.53-99478593.08

of the listed company (yuan)

Consolidated financial statements:

Accumulated undistributed profits at -824475798.90

the end of the current year (yuan)

The parent company's statement:

Accumulated undistributed profits at -551829520.90

the end of the current year (yuan)

Whether it has been listed for three

Yes

consecutive years

Total cumulative cash dividends in the

0

last three fiscal years (yuan)

Total repurchase and cancellation in

0

the last three fiscal years (yuan)

Average net profit of the last three

-89261380.34

fiscal years (yuan)

Total cumulative cash dividends and

buyback cancellation in the last three 0

fiscal years (yuan)

Whether it touches the circumstances

specified in Article 9.8.1 (9) of the

No

Stock Listing Rules that may be

subject to other risk warnings

(2) Explanation of the rationality of the cash dividend plan

The relevant provisions on profit distribution in the Company's Articles of

Association are as follows: Conditions for cash dividends: 1. The distributable

profits realized by the company in that year were positive and the cash flow was

abundant. Implementing cash dividends will not affect the company's subsequent

continuous operation. 2. The auditing institution issues a standard unqualified

opinion on the company's financial report for that year. 3. The company has no

major investment plans or significant cash expenditures etc. (except for

fundraising projects). Major investment plans or major cash expenditures refer to

any of the following circumstances: (1) The cumulative expenditures of the

company on external investments asset acquisitions or equipment purchasesStock:WazhouB Code:200706 No.:2026-19

etc. within the next twelve months reach or exceed 50% of the company's latest

audited net assets. (2) The accumulated expenditures of the company on external

investment asset acquisition or equipment purchase etc. within the next twelve

months reach or exceed 30% of the company's latest audited total assets.The cumulative undistributed profit at the end of the consolidated financial

statements of the company for the year 2025 was-824475798.90yuan and the

cumulative undistributed profit at the end of the financial statements of the parent

company was -551829520.90 yuan which did not meet the profit distribution

conditions stipulated in the Company's Articles of Association.This profit distribution plan takes into account the company's business losses

development capital needs and to ensure the company's continuous and stable

operation and better protect the long-term interests of all shareholders the

company plans not to conduct profit distribution not to issue bonus shares and

not to increase share capital by capital reserve in 2024. It complies with the

relevant provisions of the Company Law the Stock Listing Rules of the Shenzhen

Stock Exchange the Regulatory Guidelines for Listed Companies No. 3 - Cash

Dividends of Listed Companies and the Company's Articles of Association.IV. Reference Documents

1.Resolution of the 5th Meeting of the 10th Board of Directors

Hereby notify

Board of directors of

Wafangdian bearing Company limited

April 27 2026

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