Securities code: 300495 securities abbreviation: * ST Meishang Announcement No.: 2022-011 Misho Ecology & Landscape Co.Ltd(300495)
Announcement on the election of independent directors
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions.
Misho Ecology & Landscape Co.Ltd(300495) (hereinafter referred to as “Meishang ecology” or “the company”) independent directors Ms. Sha Zhihui and Mr. Zhou Lianbi applied for resignation as independent director, director of the audit committee and member of the nomination committee of the third board of directors of the company in January 2022 due to personal reasons, and Mr. Zhou Lianbi applied for resignation as independent director of the third board of directors of the company Positions of members of salary and assessment committee and strategic development committee. After the resignation takes effect, Ms. Sha Zhihui and Mr. Zhou Lianbi will not hold any position in the company. As of the date of this announcement, Ms. Sha Zhihui and Mr. Zhou Lianbi did not hold shares in the company.
According to the company law, the guiding opinions on the establishment of independent director system in listed companies and the articles of association, the number of independent directors accounts for at least one-third of the number of the board of directors and there is an accounting professional. After Ms. Sha Zhizhi and Mr. Zhou Lianbi resign from the above positions, the number of the board of directors will be lower than the quorum If the number of independent directors is less than one-third of the number of the board of directors and there is less than one accounting professional, the resignation report will take effect from the date when the new independent director is elected by the general meeting of shareholders of the company. Before the election of new independent directors, Ms. Sha Zhizhi and Mr. Zhou Lianbi will continue to perform their duties as independent directors and members of the above-mentioned special committees of the board of directors in accordance with relevant laws, regulations and the articles of association.
The company held the 46th meeting of the third board of directors on January 28, 2022, and deliberated and passed the proposal on the election of independent directors of the company. Due to the needs of the company’s operation and management, the board of directors of the company agreed to appoint Mr. Liu Chao (see Annex for brief History) and Mr. Shen Rongke (see Annex for resume) as independent directors of the company, The term of office starts from the date of deliberation and approval by the general meeting of shareholders to the date of expiration of the third board of directors, and this proposal shall be submitted to the general meeting of shareholders of the company for deliberation. If Mr. Liu Chao is elected as an independent director, he agrees to serve as the chairman of the audit committee and the member of the nomination committee of the board of directors; If Mr. Shen Rongke is elected as an independent director, he agrees to serve as a member of the remuneration and assessment committee and the strategic development committee of the board of directors. The company’s appointment procedures for the above-mentioned independent directors are legal and compliant, and meet the needs of the company’s business development.
The current independent directors of the company have expressed their independent opinions on the above matters.
Mr. Liu Chao has obtained the qualification certificate of independent director in accordance with the guidelines for the training of senior managers of listed companies issued by the CSRC. Mr. Shen Rongke has not obtained the qualification certificate of independent director, and has promised to participate in the latest independent director training and obtain the qualification certificate of independent director recognized by Shenzhen Stock Exchange.
The company will submit the details of independent director candidates to the website of Shenzhen Stock Exchange (www.szse. CN.) through the business area of Listed Companies in accordance with the requirements of the filing measures for independent directors of Shenzhen Stock Exchange Publicity. During the publicity period, if any unit or individual has any objection to the qualification and independence of the independent director candidate of the company, they can feed back their opinions to the Shenzhen Stock Exchange on the qualification of the independent director candidate and the situation that may affect his independence through the channels provided by the website of Shenzhen Stock exchange. It is hereby announced.
Misho Ecology & Landscape Co.Ltd(300495) attachment of the board of directors on January 28, 2022:
Liu Chao, male, born in 1964, master of management, EMBA, Tsinghua University. He has successively served as the section member of the capital Department of Beijing Tourism Trust and investment company, the deputy general manager of the Finance Department of Shenzhen Information Industry Co., Ltd., the manager of the International Department, credit department and securities business department of COSCO Finance Co., Ltd., the assistant to the general manager of the company, the deputy general manager of the company, the director and general manager of the company. He is currently the executive director and general manager of Shanghai henglianhua Asset Management Co., Ltd., the director and general manager of Hainan Jingtian private equity investment fund management Co., Ltd. and the general manager of ronghua (Beijing) Investment Consulting Co., Ltd.
Up to now, Mr. Liu Chao does not hold the company’s shares, has no relationship with the controlling shareholder, actual controller, shareholders holding more than 5% of the company’s shares and other directors, supervisors and senior managers, and has not been punished by the CSRC and other relevant departments or the stock exchange, There are no circumstances stipulated in the company law and the articles of association that the company is not allowed to serve as a director of the company, and there are no circumstances stipulated in article 3.2.3 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange.
Shen Rongke, male, born in December 1962, Chinese nationality, without overseas permanent residency, bachelor’s degree from Shandong Institute of building materials (Jinan University), EMBA master of business administration from Tsinghua University, senior engineer and first-class registered constructor. 1985-1987 worked in Beijing national building materials research and Design Institute; From 1988 to 2017, he served in Beijing Construction Engineering Group as the project manager of Beijing equipment installation engineering company, deputy chief engineer, deputy manager and manager of the branch, the manager of construction engineering real estate Co., Ltd., the deputy chief economist and assistant to the general manager of Construction Engineering Group, the Secretary of the Party committee and vice chairman of the decoration group of Construction Engineering Group, etc. Since 2017, he has successively served as deputy general manager and consultant in Csd Water Service Co.Ltd(603903) .
Up to now, Mr. Shen Rongke does not hold the company’s shares, has no relationship with the company’s controlling shareholder, actual controller, shareholders holding more than 5% of the company’s shares and other directors, supervisors and senior managers, and has not been punished by the CSRC and other relevant departments or the stock exchange, There are no circumstances stipulated in the company law and the articles of association that the company is not allowed to serve as a director of the company, and there are no circumstances stipulated in article 3.2.3 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange.
