Securities code: 000757 securities abbreviation: Sichuan Haowu Electromechanical Co.Ltd(000757) Announcement No.: 2022-17 Sichuan Haowu Electromechanical Co.Ltd(000757)
Announcement of resolutions of the first session of the ninth board of 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.
Sichuan Haowu Electromechanical Co.Ltd(000757) (hereinafter referred to as "the company" or "the company") held the first extraordinary general meeting of shareholders in 2002 on February 7, 2022 to elect the members of the ninth board of directors. With the consent of all directors of the ninth board of directors, the time requirement for advance notice of the meeting is exempted and the notice of the meeting is sent by on-site notice. The meeting was held at 16:30 on February 7, 2022 by combining on-site meeting and communication voting. The on-site meeting was held in the conference room of Chengdu Branch. The meeting was convened and presided over by Mr. Lu Caiyin, a director elected by more than half of the directors. There were 9 directors and 9 actual directors, accounting for 100% of the total number of directors of the company. Among them, Mr. Xiong Jun and Mr. Niu Ming attended the meeting by means of communication. Members of the board of supervisors attended the meeting as nonvoting delegates. The procedures of this meeting comply with the provisions of laws, regulations and the articles of association. The meeting considered and adopted the following proposals:
1、 Deliberating the proposal on the election of chairman and vice chairman of the ninth board of directors
The term of office of the eighth board of directors of the company has expired. The members of the ninth board of directors of the company were elected at the first extraordinary general meeting of shareholders of 2002 held on February 7, 2022. According to the provisions of the articles of association, Mr. Lu Caiyin is elected as the chairman of the ninth board of directors and Mr. Liu Lu is elected as the vice chairman of the ninth board of directors until the expiration of the ninth board of directors.
Voting: 9 in favor, 0 against and 0 abstention
2、 Deliberating the proposal on Amending the implementation rules of the strategy committee of the board of directors
In order to promote the strategy committee of the board of directors to effectively perform its duties and ensure the work efficiency and scientific decision-making of the strategy committee of the board of directors, the company revised and improved the following provisions of the implementation rules of the strategy committee of the board of directors in accordance with the company law, the articles of association and other relevant provisions:
No. original clause revised clause
Article 3 the members of the strategy committee are composed of seven directors. The members of the strategy committee are composed of three directors and one board of directors, including at least one independent director. Composition of the board of directors, including at least one independent director.
Voting: 9 in favor, 0 against and 0 abstention
3、 Deliberating the proposal on establishing the special committee of the ninth board of directors and determining the members of each special committee
In order to further improve the corporate governance structure of the company, in accordance with the relevant provisions of the standards for the governance of listed companies, the Listing Rules of Shenzhen Stock Exchange and the articles of association, and in combination with the actual operation of the company, four special committees were established: the strategy committee, the audit committee, the nomination committee and the remuneration and assessment committee of the ninth board of directors. The members of the special committees are as follows:
1. Strategy Committee and members
The strategy committee is composed of three directors. Mr. Lu Caiyin, Ms. Zhang Junting and Mr. Niu Ming are elected as members of the company's strategy committee, of which Mr. Lu Caiyin serves as the chairman until the expiration of the ninth board of directors.
2. Audit Committee and members
The audit committee is composed of three directors. Mr. Yi Yang, Ms. Zhang Xinrong and Ms. Zhang Junting are elected as members of the audit committee of the company, of which Mr. Yi Yang serves as the chairman until the expiration of the ninth board of directors of the company.
3. Nomination Committee and members
The nomination committee is composed of three directors. Mr. Niu Ming, Ms. Zhang Xinrong and Mr. Liu Lu are elected as members of the nomination committee of the company, of which Mr. Niu Ming serves as the chairman until the expiration of the ninth board of directors.
4. Remuneration and assessment committee and members
Mr. Lu Yiming and Mr. Niu Caiyin are the members of the Remuneration Committee of the company until the expiration of the term of office, of which Mr. Lu Yiming and Mr. Niu Caiyin are the chairman of the Remuneration Committee of the company.
Voting: 9 in favor, 0 against and 0 abstention
4、 Deliberating the proposal on the appointment of the general manager and the Secretary of the board of directors
According to the needs of the company's development, Mr. Zang Jing is appointed as the general manager of the company and Ms. Zhao Jijie is appointed as the Secretary of the board of directors of the company upon the nomination of Mr. Lu Caiyin, chairman of the board of directors. The term of office is until the expiration of the ninth board of directors of the company.
Voting: 9 in favor, 0 against and 0 abstention
5、 Considering the proposal on the appointment of executive deputy general manager, deputy general manager and deputy chief financial officer, according to the needs of the company's development and nominated by Mr. Zang Jing, the general manager, Mr. Mei Tonglei was appointed as the executive deputy general manager of the company, and Mr. Li Zhaohui, Mr. Huang Zhigang, Ms. Zhao Jijie, Ms. Wen Shuangmei and Mr. Yang Yang were appointed as the deputy general managers of the company, Ms. Wang Chunxiu is the deputy chief financial officer of the company. The term of office of the above personnel shall expire at the expiration of the ninth board of directors of the company.
Voting: 9 in favor, 0 against and 0 abstention
Independent directors have expressed independent opinions on the above matters. For details, please refer to the independent opinions of Sichuan Haowu Electromechanical Co.Ltd(000757) independent directors on matters related to the first meeting of the ninth board of directors disclosed by the company on the same day.
Please refer to the attachment for the resume of the above personnel.
It is hereby announced.
Sichuan Haowu Electromechanical Co.Ltd(000757) board of directors
February 8, 2002 attachment: resume
Mr. Lu Caiyin, born in 1962, is a member of the Communist Party of China and has a graduate degree. He once served as deputy general manager, director, deputy general manager of equipment and production, deputy general manager of operation, deputy general manager, director and general manager of Daye Special Steel Co., Ltd., general manager of Sino foreign cooperation Qiqihar haoying iron and Steel Company of Northeast Special Steel Group, and general manager of Hebei litonglian seamless steel pipe company. He is currently the executive vice president of Tianjin Rongcheng Xiangtai Investment Holding Group Co., Ltd. and the director of Tianjin Rongcheng United iron and Steel Group Co., Ltd. Mr. Lu Caiyin does not hold shares of the company and has an associated relationship with Tianjin Rongcheng Property Group Co., Ltd., the controlling shareholder of the company; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Mr. Liu Lu, born in 1973, is a senior manager of Nankai University with a master of business administration. He has successively served as the cadre of Beiyang (Tianjin) steel market, the cadre of Tianjin foreign-funded enterprise material supply service company, the assistant and deputy general manager of the general manager of Tianjin Xiantong means of production Co., Ltd., the general manager of the building materials profile marketing center of the metal business department of Tianjin materials group, and the deputy secretary and general manager of the Party committee of Tianjin Yingtong Materials Co., Ltd, Deputy Secretary of the Party committee, chairman and general manager of Tianjin products and energy resources development Co., Ltd., member of the Party committee and deputy general manager of Tianjin Products Group Co., Ltd., and deputy head of Hedong District (temporary post). He is now the deputy general manager of Tianjin Rongcheng Products Group Co., Ltd., member of the Party committee and deputy general manager of Tianjin Products Group Co., Ltd., and vice chairman of Caofeidian port bonded storage and Transportation Co., Ltd.
Mr. Liu Lu does not hold shares of the company and has an associated relationship with Tianjin Rongcheng Property Group Co., Ltd., the controlling shareholder of the company; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Mr. Zang Jing, born in 1972, is a member of the Communist Party of China and a graduate student. He has successively served as the salesman of the second branch of Tianjin Electromechanical equipment company, the deputy manager of Tianjin Economic and Technological Development Zone electromechanical equipment company, the deputy general manager of Tianjin Haowu electromechanical Automobile Trading Co., Ltd., Sichuan Haowu Electromechanical Co.Ltd(000757) vice chairman, the Secretary of the Party committee and general manager of Sichuan Haowu Electromechanical Co.Ltd(000757) , the supervisor of Germany Feuer powertrain GmbH & Co. kg Member of the investment decision-making committee of Neijiang Haowu industry investment partnership (limited partnership) and director of Neijiang Pengxiang Investment Co., Ltd. Mr. Zang Jing does not hold shares of the company and has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers of the company with more than 5% shares; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Ms. Zhao Jijie, born in 1986, is a member of the Communist Party of China, a graduate student and an economist. He has successively served as an employee and vice minister of the enterprise development department of Tianjin Haowu electromechanical Automobile Trade Co., Ltd., Sichuan Haowu Electromechanical Co.Ltd(000757) director, and now he is a member of the Party committee, Secretary of the board of directors and deputy general manager of Sichuan Haowu Electromechanical Co.Ltd(000757) , a member of the investment decision-making committee of Tianjin fortune Jiaji investment partnership (limited partnership), a director of Neijiang Pengxiang Investment Co., Ltd., and an executive director of Tianjin Motor Vehicle Auction Center Co., Ltd, Supervisor of Tianjin huifenghang Automobile Sales Co., Ltd., supervisor of Tianjin Haowu Toyota Automobile Sales Service Co., Ltd. and supervisor of Tianjin Junda Automobile Sales Service Co., Ltd. Ms. Zhao Jijie has obtained the qualification certificate of secretary of the board of directors; Does not hold shares of the company, and has / does not have an associated relationship with shareholders, actual controllers, other directors, supervisors and senior managers of the company with more than 5% shares; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Mr. Mei Tonglei, born in January 1983, has a master's degree. He has successively served as the personnel specialist, chief of the personnel section and director of the personnel department of Tianjin Rongcheng United iron and Steel Group Co., Ltd., the director of the enterprise management and personnel department of Tianjin Rongcheng Xiangtai Investment Holding Group Co., Ltd., the general manager of the health group, the Secretary of the board of directors, the director of the organization and personnel department and the director of the president's office.
Mr. Li Zhaohui, born in 1968, is a member of the Communist Party of China and has a college degree. He has successively served as the operation director of Tianjin Haowu Zhongchen Automobile Sales Service Co., Ltd., the deputy general manager of Tianjin Ruitai Automobile Sales Service Co., Ltd., the general manager of Dongguan Hongtai Automobile Sales Service Co., Ltd., the operation Department of Tianjin Haowu electromechanical Automobile Trading Co., Ltd., and is now a member of the Party committee and deputy general manager of Sichuan Haowu Electromechanical Co.Ltd(000757) and the executive director of Neijiang ECAI Hongxiang Machinery Co., Ltd, Executive director of Neijiang Jinhong crankshaft Co., Ltd., chairman of Foyle power crankshaft (Sichuan) Co., Ltd., executive director of Tianjin Airport haoxuan used car appraisal and evaluation Co., Ltd., party secretary and director of Neijiang Pengxiang Investment Co., Ltd., supervisor of Tianjin Minghao Automobile Sales Service Co., Ltd. and supervisor of Tianjin Fengshen Automobile Sales Co., Ltd, Supervisor of Tianjin Junhao Automobile Sales Service Co., Ltd., supervisor of Tianjin Xinhao Automobile Sales Co., Ltd., supervisor of Tianjin haowumingxuan Automobile Sales Service Co., Ltd., supervisor of Tianjin Mingda Automobile Sales Service Co., Ltd. and supervisor of Tianjin mingluxiang Automobile Sales Service Co., Ltd. Mr. Li Zhaohui does not hold shares of the company and has / does not have an association with shareholders, actual controllers, other directors, supervisors and senior managers of the company with more than 5% shares; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Mr. Huang Zhigang, born in 1966, is a CPC member with a bachelor's degree and an engineer. He has successively served as technician and workshop director of Sichuan internal combustion engine plant, factory director, director of process department, director of engineering quality department, assistant to general manager and deputy general manager of Sichuan Emei Diesel Engine Co., Ltd., chairman and general manager of Neijiang direction plastic products Co., Ltd. and Neijiang direction liquid crystal display equipment Co., Ltd., deputy general manager and supervisor of Sichuan direction North Electro-Optic Co.Ltd(600184) Co., Ltd, Currently Sichuan Haowu Electromechanical Co.Ltd(000757) Deputy Secretary of the Party committee, Secretary of the Discipline Inspection Commission, deputy general manager and chairman of the trade union. Mr. Huang Zhigang holds 2075 shares of the company and has / does not have an association with the shareholders, actual controllers, other directors, supervisors and senior managers of the company with more than 5% shares; There is no violation of Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors, supervisors and senior managers of listed companies; Have not been subject to any administrative punishment from the CSRC or any punishment and punishment from the Shenzhen Stock Exchange; It does not belong to the "dishonest executee".
Ms. Wen Shuangmei, born in 1969, has a bachelor's degree and is a Chinese certified public accountant, tax agent, intermediate accountant and intermediate economist. He has successively served as an employee of Sinopec Sales North China company, chief of finance section of equipment company of Sinopec Tianjin Petroleum Company, senior project manager of zhongshenhua certified public accountants, manager of risk control department of Huaxia Golden Valley guarantee company, tax manager of Tiens Group Co., Ltd., financial director of finance department and assistant to audit director of Audit Department of Tianjin Rongcheng Xiangtai Investment Holding Group Co., Ltd Financing manager of investment and financing department. Ms. Wen Shuangmei does not hold shares of the company and has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers of the company with more than 5% shares; There is no violation of Article 146 of the company law; The securities market has not been adopted by the CSRC
