Securities code: 000608 securities abbreviation: Yang Guang Co.Ltd(000608) Announcement No.: 2022-l08
Announcement on the general election of the 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.
Whereas the term of office of the eighth board of directors of Yang Guang Co.Ltd(000608) (hereinafter referred to as “the company”) expires, in accordance with the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant provisions, On February 11, 2022, the company held the first extraordinary meeting of the eighth board of directors in 2022 in the form of on-site Tencent meeting. The meeting deliberated and adopted the proposal on the general election of the board of directors and the nomination of non independent director candidates of the ninth board of directors and the proposal on the general election of the board of directors and the nomination of independent director candidates of the ninth board of directors. The matters related to the general election of the board of directors are hereby announced as follows:
There are 7 directors in the 9th board of directors of the company, including 3 independent directors. After being nominated by the board of directors and reviewed by the nomination and salary assessment committee of the 8th board of directors, the board of directors of the company agreed to nominate Mr. Zhou Lei, Mr. Xiong Wei, Mr. Zhang Zhifei and Mr. Chang Liming as candidates for non independent directors of the 9th board of directors of the company, and agreed to nominate Mr. Liu Pingchun, Mr. Zhang tension Mr. Guo leiming is an independent director candidate of the ninth board of directors of the company. His term of office is three years from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022. See the appendix for the resume of the above director candidates. The independent directors of the company expressed their independent opinions on the matter.
Among the candidates for directors of the ninth board of directors of the company, the total number of directors concurrently serving as senior managers of the company does not exceed one-half of the total number of directors of the company, the number of independent directors is not less than one-third of the total number of directors of the company, and there is no situation that the term of office of independent directors of the company is more than six years. The above independent director candidates have been elected
Obtain the qualification certificate of independent director and meet the requirements of relevant laws and regulations.
The candidates for directors of the ninth board of directors of the company will be submitted to the first extraordinary general meeting of shareholders of the company in 2022. Since the shareholding ratio of the controlling shareholders of the company does not exceed 30%, according to relevant laws and regulations, the above proposals will be submitted to the general meeting of shareholders by direct voting one by one. The qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange, and the shareholders’ meeting can vote only if there is no objection.
In order to ensure the normal operation of the board of directors of the company, before the new board of directors is elected by the general meeting of shareholders, the directors of the eighth board of directors of the company will still perform their duties in accordance with the relevant provisions and requirements of laws, administrative regulations and the articles of Association.
The company expresses its heartfelt thanks to the directors of the 8th board of directors for their contributions to the company and the board of directors during their tenure.
It is hereby announced.
Yang Guang Co.Ltd(000608) board of directors
February 11, 2002
Attachment: resume of non independent director candidates:
1. Zhou Lei, male, born in January 1977, Chinese nationality, majoring in finance and business, with a master’s degree. He once served as president of Shenzhen Branch of Chong Hing Bank and President of Huashang bank. He is currently the president of Jingji Group Co., Ltd. and the chairman of Shenzhen Jingji Capital Management Co., Ltd. Chairman of the 8th board of directors of the company.
Mr. Zhou Lei does not hold shares of the company; There is no affiliated relationship with other shareholders holding more than 5% of the company’s shares and other directors, supervisors and senior managers of the company except Jingji Group Co., Ltd; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
2. Xiong Wei, male, born in January 1978, Chinese nationality, major in accounting, bachelor’s degree. He once served as vice president of Shenzhen Jingji Real Estate Co., Ltd., executive vice president of Jingji Group Co., Ltd., chairman of Shenzhen Jingji Baina Business Management Co., Ltd. and chairman of Shenzhen Jingji Property Management Co., Ltd. He is currently the chairman of Shenzhen Kingkey Smart Agriculture Times Co.Ltd(000048) , the director of Jingji Group Co., Ltd. and the director of Shenzhen Jingji 100 Building Hotel Management Co., Ltd. Director and President of the 8th board of directors of the company. In June 2021, it successfully passed the recognition of “elite talents” in Luohu District, Shenzhen.
Mr. Xiong Wei does not hold shares in the company; There is no affiliated relationship with other shareholders holding more than 5% of the company’s shares and other directors, supervisors and senior managers of the company except Jingji Group Co., Ltd; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
3. Chang liming, male, born in December 1972, Chinese nationality, major in auditing, bachelor’s degree. He once served as the capital director of lemon International Group Co., Ltd., the chief financial officer of Shenzhen Xinhai Holding Co., Ltd., the director and President of Shenzhen Xinhai urban renewal Group Co., Ltd. Director, vice president, financial director and chief financial officer of the 8th board of directors of the company.
Mr. Chang Liming does not hold shares of the company; There is no relationship with shareholders holding more than 5% of the company’s shares, actual controllers and other directors, supervisors and senior managers of the company; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
4. Zhang Zhifei, male, born in February 1982, Chinese nationality, major in public utilities management, bachelor’s degree. He once served as deputy general manager and general manager of kkmall project of Shenzhen Jingji Baina Business Management Co., Ltd., general manager of business development center of Shenzhen Jingji Baina Business Management Co., Ltd., vice president and vice president of Shenzhen Jingji Baina Business Management Co., Ltd.
He is currently the president of Shenzhen Jingji Baina Business Management Co., Ltd. and a director of the eighth board of directors of the company.
Mr. Zhang Zhifei does not hold shares in the company; There is no affiliated relationship with other shareholders holding more than 5% of the company’s shares and other directors, supervisors and senior managers of the company except Jingji Group Co., Ltd; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
Resume of independent director candidates:
1. Liu Pingchun, male, born in February 1955, Chinese nationality, Chinese major, bachelor’s degree. He used to be the president and chairman of Shenzhen Overseas Chinese Town Co.Ltd(000069) , vice president of China Association of listed companies, vice president of China Tourism Association, President of China Association of scenic spots, vice president of Shenzhen Association of listed companies and President of Shenzhen Tourism College of Jinan University. At present, he is an independent director of Shenzhen Ruihe Construction Decoration Co.Ltd(002620) and an independent director of Shenzhen Grandland Group Co.Ltd(002482) . He also serves as the chairman of the board of supervisors of Shenzhen Quality Promotion Association and the chairman of the board of supervisors of Shenzhen design and Art Alliance. Independent director of the 8th board of directors of the company.
Mr. Liu Pingchun does not hold shares of the company; There is no relationship with shareholders holding more than 5% of the company’s shares, actual controllers and other directors, supervisors and senior managers of the company; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
2. Zhang Zhang, male, born in November 1976, Chinese nationality, major in accounting, master’s degree, certified public accountant. He used to be the head of ShineWing (Hong Kong) certified public accountants Co., Ltd. Shenzhen Branch, the salary granting partner of Dahua Certified Public Accountants (special general partnership) Shenzhen Branch, and the salary granting partner of Zhitong Certified Public Accountants (special general partnership) Shenzhen Branch. Now he is the partner of Shanghai Accounting firm (special general partnership) Shenzhen Branch and Shenzhen Infinova Limited(002528) independent director. Independent director of the 8th board of directors of the company.
Mr. Zhang Zhang does not hold shares in the company; There is no relationship with shareholders holding more than 5% of the company’s shares, actual controllers and other directors, supervisors and senior managers of the company; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. 3. Guo leiming, male, born in March 1974, Chinese nationality, master’s degree, lawyer, engaged in law
The service life is 21 years. He is now an independent director of Guangdong Great River Smarter Logistics Co.Ltd(002930) and a partner of Wanshang tianqin (Shenzhen) law firm.
Mr. Guo leiming does not hold shares of the company; There is no relationship with shareholders holding more than 5% of the company’s shares, actual controllers and other directors, supervisors and senior managers of the company; Have not been punished by the CSRC and other relevant departments or disciplined by the stock exchange in the past three years; There are no cases in which the judicial organ files a case for investigation due to suspected crimes or the CSRC files a case for inspection due to suspected violations of laws and regulations, and there is no clear conclusion; He is not the person who has broken his promise; There is no circumstance in paragraph 1 of article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, which stipulates that they shall not be nominated as directors, and their qualifications meet the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association.
