Securities code: 002298 securities abbreviation: Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) No.: 2022-005 Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) announcement of the resolution of the 23rd Meeting of the eighth board of directors. The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) (hereinafter referred to as "the company" or "the company") sent the notice of convening the 23rd Meeting of the 8th board of directors to all directors by e-mail and communication on January 20, 2022. The meeting was held by means of communication on January 27, 2022. There are 9 directors who should attend the meeting and 9 directors who actually attend the meeting. The meeting complies with the relevant provisions of the company law and the articles of association. The meeting was presided over by Mr. Qu Honggui, chairman of the company.
Through the voting of the directors present at the meeting, the following resolutions are adopted:
1、 The meeting considered and adopted the proposal on the general election of non independent directors by the board of directors of the company with 9 affirmative votes, 0 negative votes and 0 abstention.
In view of the expiration of the term of office of the members of the eighth board of directors of the company, in order to ensure the normal operation of the board of directors, in accordance with the company law, the rules for independent directors of listed companies, the articles of association, the rules of procedure of the board of directors and other relevant provisions, and in accordance with relevant procedures, the election for the replacement of the board of directors will be carried out. Recommended by Mr. Qu Honggui, the controlling shareholder of the company, and approved by the nomination committee of the company, the 8th board of directors of the company nominated Qu Honggui, Shu Longsheng, Wang Yu, Guo Chen, Zhou Chao and he Li as non independent director candidates of the 9th board of directors of the company (see the annex for the brief history of non independent director candidates).
In order to ensure the normal operation of the board of directors, before the new board of directors takes office, the original directors will still earnestly perform their duties in accordance with laws, administrative regulations, normative documents and the articles of association.
Independent directors have expressed independent opinions without objection on this proposal. The independent opinions of independent directors on the general election of the board of directors and the allowance of independent directors are detailed in the company's designated information disclosure website cninfo.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
2、 The meeting considered and adopted the proposal on the general election of independent directors by the board of directors of the company with 9 affirmative votes, 0 negative votes and 0 abstention.
In view of the expiration of the term of office of the members of the eighth board of directors of the company, in order to ensure the normal operation of the board of directors, in accordance with the company law, the rules for independent directors of listed companies, the articles of association, the rules of procedure of the board of directors and other relevant provisions, and in accordance with relevant procedures, the election for the replacement of the board of directors will be carried out. Recommended by the controlling shareholder of the company, Mr. Qu Honggui, and approved by the nomination committee of the company, the eighth board of directors of the company nominated Wei Jun, Wang Hejun and Han Xu as independent director candidates of the ninth board of directors of the company (see the annex for the resume of independent director candidates).
The three candidates for independent directors have obtained the qualification certificate of independent directors. After the qualification and independence of independent director candidates have been reviewed by Shenzhen Stock Exchange, they can be submitted to the general meeting of shareholders of the company together with non independent director candidates of the company for deliberation.
In order to ensure the normal operation of the board of directors, before the new board of directors takes office, the original directors will still earnestly perform their duties in accordance with laws, administrative regulations, normative documents and the articles of association.
Independent directors have expressed independent opinions without objection on this proposal. The independent opinions of independent directors on the general election of the board of directors and the allowance of independent directors, the statement of independent director nominees and the statement of independent director candidates are detailed in the company's designated information disclosure website cninfo.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
3、 The meeting deliberated and adopted the proposal on the allowance of independent directors of the ninth board of directors of the company by 9 affirmative votes, 0 negative votes and 0 abstention votes.
In accordance with the company law, the rules for independent directors of listed companies and other relevant laws and regulations, and in combination with the actual situation of the company, it is agreed that the allowance standard for independent directors of the ninth board of directors of the company is 120000 yuan / year (before tax). Independent directors have expressed independent opinions without objection on this proposal. The independent opinions of independent directors on the general election of the board of directors and the allowance of independent directors are detailed in the company's designated information disclosure website cninfo.com.cn.
This proposal shall be submitted to the first extraordinary general meeting of shareholders of the company in 2022 for deliberation.
4、 The meeting considered and adopted the proposal on the notice of convening the first extraordinary general meeting of shareholders in 2022 with 9 affirmative votes, 0 negative votes and 0 abstention votes.
The company will hold the first extraordinary general meeting of shareholders in 2022 at 14:30 p.m. on February 17, 2022 in the conference room on the third floor of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd., building 5, yard 7, Dijin Road, Haidian District, Beijing.
The notice on convening the first extraordinary general meeting of shareholders in 2022 (Announcement No.: 2022-010) is detailed in the information disclosure media designated by the company, such as China Securities News, Shanghai Securities News, securities times and cninfo (www.cn. Info. Com. CN).
It is hereby announced
Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) board of directors January 27, 2002
Attachment: resume of director candidates
Qu Honggui, male, Chinese nationality, without permanent overseas residency, was born in January 1965. He is a member of the Communist Party of China and graduated from the University of Electronic Science and technology. He has a postgraduate degree, a master's degree, a senior engineer and a national first-class registered constructor. He once served as engineer, Department Manager and general manager of engineering company of China Electronic Equipment Corporation of the Ministry of electronic industry. At present, he is the chairman and general manager of the company and the president of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd. Mr. Qu Honggui also served as a member of the Haidian District CPPCC, vice president of the Haidian District Chamber of Commerce, researcher of the University of Electronic Science and technology, deputy director of the Construction Committee of the police equipment research Joint Laboratory of the University of Electronic Science and technology, member of the academic committee, and communication member of the first committee of the National Police Equipment Standardization Technical Committee, Vice president of the Internet of things Application Professional Committee of China Electronic Chamber of Commerce of the Ministry of industry and information technology, expert of intelligent building branch of China State Construction Engineering Corporation Limited(601668) Industry Association of the Ministry of housing and urban rural development, expert of Beijing intelligent building association, won the second prize of scientific and technological progress of Sichuan Province, excellent party worker of Haidian Park Working Committee of Haidian District Committee of the Communist Party of China, leader of smart city in 2019 The leader of the 10th anniversary of China's smart city development and the "top 30 innovative entrepreneurs in Anhui" in 2019. Mr. Qu Honggui holds 97884343 shares of the company, accounting for 13.23% of the total share capital of the company. He is the controlling shareholder and actual controller of the company. He has no relationship with the shareholders, directors, supervisors and senior managers who hold more than 5% of the shares of the company, and has not been punished by the CSRC and other relevant departments or the stock exchange, It is not a dishonest person and meets the requirements of the company law and other relevant laws, regulations and regulations.
Shu Longsheng, male, Chinese nationality, without permanent overseas residency, was born in May 1963, with a graduate degree and a senior engineer. He used to be a technician of Tongling ammonium phosphate factory and the director of Wuhu electrical equipment factory. He has been the chairman of the company from 1998 to the end of 2018 and the vice chairman of the company since the beginning of 2019. At the same time, he served as the chairman of Anhui Xinlong Automation Co., Ltd., Anhui Xinlong Transformer Co., Ltd., Anhui Xindong Investment Management Co., Ltd. and Wuhu sigos Electric Appliance Co., Ltd. Mr. Shu Longsheng once served as a member of the youth working committee of China Electrotechnical Society, a member of the CPPCC Anhui Provincial Committee, a member of the Standing Committee of Wuhu CPPCC, a deputy to the 13th National People's Congress of Wuhu, and the chairman of the 10th Committee of Wuhu Federation of industry and commerce. He was also awarded the title of excellent private entrepreneur caring for employees by the all China Federation of trade unions of the all China Federation of industry and commerce, a model worker of Anhui Province Anhui excellent private science and technology entrepreneur, Anhui excellent private entrepreneur, Anhui economic figure of the year, Wuhu innovation and entrepreneurship talents, Wuhu enterprise 30-year Commemorative Medal of reform and opening up, Wuhu "5111" industrial innovation team construction project leader, Hewu Beng independent innovation talents, Wuhu hand in hand poverty relief and Student Aid Foundation hand in hand star and other honorary titles.
Mr. Shu Longsheng holds 68976662 shares of the company, accounting for 9.32% of the total share capital of the company, and has no relationship with the controlling shareholders and actual controllers of the company and shareholders holding more than 5% of the shares of the company. Mr. Shu Longsheng has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a person subject to dishonesty, Meet the requirements of the company law and other relevant laws, regulations and regulations.
Wang Yu, male, Chinese nationality, without permanent overseas residency, was born in April 1970. He is an outstanding CPC member, Secretary of the company's Party committee, graduate degree, accountant, model worker of Anhui Province, representative of Wuhu Municipal People's Congress, party representative of Wuhu City, visiting (Part-time) Professor and master supervisor of Anhui Normal University. He once served as the deputy section chief, deputy factory director and factory director of the Finance Department of Wuhu sewing machine factory, the vice president and President of Wuhu Kaiyuan Group, the manager and financial director of the company's finance department. At present, he is a director, executive deputy general manager and Secretary of the board of directors of the company, a director of Suzhou No. 2 Switch Factory Co., Ltd., a director of Anhui Xinlong Electric Appliance Co., Ltd., a director of Anhui Senyuan Electric Appliance Co., Ltd., a director of Anhui Xinlong low voltage Electric Appliance Co., Ltd., a director of Anhui Xinlong Transformer Co., Ltd. and a supervisor of Anhui Meineng energy storage Co., Ltd. It has won the excellent secretary of new wealth of Shenzhen Stock Exchange, the "best Secretary Award" of Tianma Award for investor relations of Chinese listed companies, the "Secretary award of golden governance and capital innovation company" and the "senior professional manager qualification" and other awards, and has been rated as the honorary titles of "excellent secretary of Anhui listed companies" and "Secretary Medal" for many consecutive years. His articles won the "first enterprise management progress award in Anhui Province", "Wuhu science and Technology Award" and other awards.
Mr. Wang Yu holds 202500 shares of the company, accounting for 0.03% of the total share capital of the company. It has no relationship with the directors, supervisors and senior managers of the company, has no relationship with the controlling shareholders, actual controllers and shareholders holding more than 5% of the shares of the company, and has not been punished by the CSRC and other relevant departments and the stock exchange. It is not a person subject to dishonesty and complies with the company law and other relevant laws Requirements of laws and regulations.
Guo Chen, male, Chinese nationality, without permanent overseas residency, was born in June 1983, with a postgraduate degree and a master's degree. From October 2007 to now, he has worked in Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd., successively as R & D Engineer, R & D Manager, president assistant and vice president. At present, he is a director of the company and executive vice president of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd.
Mr. Guo Chen holds 187500 shares of the company, accounting for 0.03% of the total share capital of the company. It has no relationship with the directors, supervisors and senior managers of the company, has no relationship with the controlling shareholders, actual controllers and shareholders holding more than 5% of the shares of the company, and has not been punished by the CSRC and other relevant departments and the stock exchange. It is not a person subject to dishonesty and complies with the company law and other relevant laws Requirements of laws and regulations.
Zhou Chao, male, Chinese nationality, without permanent overseas residency, was born in June 1984, with a bachelor's degree and a bachelor's degree. He is a senior Smart City designer. From July 2006 to February 2008, worked as a software engineer in Tiandi Weiye Technology Co., Ltd; From March 2008 to now, he has successively served as the manager of basic software department, the manager of hardware department, the director of R & D center, the assistant to the president and the vice president of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd. he is now the director and deputy general manager of the company and the vice president of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd.
Mr. Zhou Chao holds 106235 shares of the company, accounting for 0.01% of the total share capital of the company. It has no relationship with the directors, supervisors and senior managers of the company, has no relationship with the controlling shareholders, actual controllers and shareholders holding more than 5% of the shares of the company, and has not been punished by the CSRC and other relevant departments and the stock exchange. It is not a person subject to dishonesty and complies with the company law and other relevant laws Requirements of laws and regulations.
He Li, male, Chinese nationality, without permanent overseas residency, was born in May 1967, with a postgraduate degree, a master's degree and a senior engineer. From September 1991 to September 1992, he worked as a technician in Shijiazhuang aircraft manufacturing factory; From October 1992 to April 2003, served as deputy general manager and chief engineer of Shijiazhuang fanan Technology Development Co., Ltd; From May 2003 to April 2006, served as the general manager of Shijiazhuang Tongyuan Intelligent System Technology Co., Ltd; From May 2006 to August 2008, he served as the general manager of Shanghai Branch of Beijing AVIC weak current system engineering Co., Ltd. and has worked in Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd. since September 2008. He is now the director of the company and the vice president of Beijing Anhui Sinonet & Xinlong Science & Technology Co.Ltd(002298) Technology Co., Ltd.
Mr. He Li holds 255217 shares of the company, accounting for 0.03% of the total share capital of the company. It has no relationship with the directors, supervisors and senior managers of the company, has no relationship with the controlling shareholders, actual controllers and shareholders holding more than 5% of the shares of the company, and has not been punished by the CSRC and other relevant departments and the stock exchange. It is not a person subject to dishonesty and complies with the company law and other relevant laws Requirements of laws and regulations.
Wei Jun, male, Chinese nationality, without permanent overseas residency, born in April 1967, is a member of the Communist Party of China, with a senior master of business administration and a Bachelor of engineering. He is the executive director of the China Electronics Society and the Deputy Secretary General of the electronic science and Technology Commission of the Ministry of industry and information technology. He started working in 1990 and successively worked in Sichuan Changhong Electric Co.Ltd(600839) machinery factory, Ministry of machinery and electronics industry, Ministry of information industry and Ministry of industry and information technology. He successively served as deputy director, director and deputy director. From 2012 to 2013, he served as deputy district head of Haidian District People's Government of Beijing. Since July 2015, he has served as the national integrated circuit industry investment fund
