The company shall distribute dividends to shareholders in a certain order. According to relevant regulations, profit distribution shall be conducted in the following order:
1. Calculate the distributable profit, and combine the net profit or loss of this year with the undistributed profit or loss at the beginning of the year to calculate the distributable profit. If the profit available for distribution is negative, that is, loss, subsequent distribution cannot be made; If the distributable profit is positive, that is, the accumulated profit this year, the subsequent distribution will be made;
2. Withdraw the statutory surplus reserve fund. The statutory surplus reserve fund is accrued according to the net profit of this year after deducting the accumulated losses at the beginning of the year. The base of drawing surplus reserve fund is not distributable profit, nor is it necessarily the after-tax profit of the current year. Only when there is no accumulated loss at the beginning of the year can the withdrawal amount be calculated according to the after-tax profit of this year. This "make up for the loss" is carried out according to the book figures, and has nothing to do with the loss reversal in the income tax law. The key is that you can't pay dividends by capital, and you can't withdraw surplus reserve fund without accumulated surplus;
3. Withdraw any surplus reserve fund;
4. Pay dividends to shareholders and investors to distribute profits. If the shareholders' meeting or the board of directors of the company violates the above-mentioned profit distribution order and distributes profits to shareholders before making up losses and withdrawing statutory surplus reserve fund and public welfare fund, the illegally distributed profits must be returned to the company.
legal ground
Company Law of the People's Republic of China
Article 37 The shareholders' meeting shall exercise the following functions and powers:
(1) To decide on the company's business policy and investment plan;
(2) Electing and replacing directors and supervisors who are not employee representatives, and deciding on the remuneration of directors and supervisors;
(3) Examining and approving the report of the board of directors;
(4) Examining and approving the reports of the board of supervisors or supervisors;
(5) To examine and approve the annual financial budget plan and final accounts plan of the company;
(VI) To examine and approve the company's profit distribution plan and loss recovery plan;
(7) To make resolutions on the increase or decrease of the registered capital of the company;
(8) To make resolutions on the issuance of corporate bonds.
(9) To make resolutions on the merger, division, dissolution, liquidation or change of corporate form of the company;
(10) Amending the Articles of Association.
(eleven) other functions and powers stipulated in the articles of association.
Where the shareholders unanimously agree to the matters listed in the preceding paragraph in writing, they may make a decision directly without convening a general meeting of shareholders, and all shareholders shall sign and seal the decision document.