Securities code: 002789 securities abbreviation: Shenzhen Jianyi Decoration Group Co.Ltd(002789) Announcement No.: 2022-014 Shenzhen Jianyi Decoration Group Co.Ltd(002789)
Announcement on resignation of directors and by election 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. 1、 Resignation of directors
Mr. Liu Haiyun recently received a written report from the board of directors. Mr. Liu Haiyun applied for resignation as a director of the company and a member of the audit committee of the board of directors for personal reasons. According to the provisions of the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, Mr. Liu Haiyun’s resignation will not cause the number of the board of directors of the company to be lower than the legal minimum. Mr. Liu Haiyun’s resignation report will take effect when it is delivered to the board of directors.
After his resignation, Mr. Liu Haiyun will continue to hold the following positions in the company’s holding subsidiary:
Company name and position
General manager and legal representative of Shenzhen Sanhui building materials Co., Ltd
Executive director, manager and legal representative of Guangdong Jianyi Technology Co., Ltd
Executive director and legal representative of Shenzhen Fushan Houtu building materials Co., Ltd
Director of Zhenye Industrial International Co., Ltd
Chairman, general manager and legal representative of Zhenye Development Co., Ltd
Chairman, general manager and legal representative of Fu’an warehousing (Shenzhen) Co., Ltd
Chairman, general manager and legal representative of Shenzhen Qianhai Jianyi Capital Co., Ltd
Director of Shenzhen Jianyi Decoration Group Co.Ltd(002789) Hong Kong Limited
Executive director, general manager and legal representative of Ningxia Jianyi Mining Co., Ltd
As of the disclosure date of this announcement, Mr. Liu Haiyun held 33774851 shares of the company, accounting for 21.16% of the total shares of the company. Mr. Liu Haiyun shall continue to abide by the relevant provisions of the detailed rules for the implementation of share reduction by shareholders, directors, supervisors and senior managers of Listed Companies in Shenzhen Stock Exchange and the share lock-in made by the company during its initial public offering and during his tenure as a director and senior manager of the company Reduction commitment: “Liu Haiyun, the former controlling shareholder and actual controller of the company, promises that within 36 months from the date of listing of the company’s shares, I will not transfer or entrust others to manage the company’s shares directly or indirectly held before this issuance, nor will the company buy back such shares. Within two years after the expiration of the share lock-in period, the number of shares I reduce will not exceed the number of shares directly held before the expiration of the period 10% of the number of shares held, and the price of reduction shall not be lower than the issuing price of the company’s shares. I will strictly abide by the relevant provisions of the stock exchange when reducing my shares, and will notify the company three trading days in advance to make an announcement. The above commitments will not be terminated due to the change of the status of my controlling shareholder and actual controller. If I violate the above commitment to reduce my shares, the proceeds from the above reduction shall belong to the listed company. “
During his tenure as a director of the company, Mr. Liu Haiyun has been scrupulous and diligent. The company and the board of directors express their heartfelt thanks to Mr. Liu Haiyun for his contribution to the company during his tenure! 2、 By election of directors
On February 14, 2022, the company held the third meeting of the Fourth Board of directors, deliberated and approved the proposal on nominating Ms. Yan Ruzhen as a director of the Fourth Board of directors, agreed to nominate Ms. Yan Ruzhen as a candidate for non independent director of the Fourth Board of directors, and agreed to elect Ms. Yan Ruzhen as a member of the audit committee of the board of directors after being elected, The term of office starts from the date of deliberation and approval by the general meeting of shareholders to the expiration of the term of office of the Fourth Board of directors.
The total number of directors who concurrently serve as senior managers of the company and staff representatives in the board of directors shall not exceed half of the total number of directors of the company.
After being nominated, director candidate Yan Ruzhen has self checked whether she meets the qualification, and timely provided the listed company with a written description of whether she meets the qualification and relevant qualification certificates. At the same time, director candidate Yan Ruzhen has made a written commitment to accept the nomination, promise that the candidate information publicly disclosed is true, accurate, complete and qualified, and ensure that she will earnestly perform her duties after being elected. Please see the attachment for the candidate’s resume.
It is hereby announced
Shenzhen Jianyi Decoration Group Co.Ltd(002789) attachment of the board of directors on February 15, 2022:
Ms. Yan Ruzhen, Chinese nationality, without permanent residency abroad, was born in 1961. He joined the company in October 2003 and once served as the director and deputy general manager of the company.
As of the disclosure date of this announcement, Ms. Yan Ruzhen holds 0.16% of the shares of the company, is the spouse of Mr. Liu Haiyun, the shareholder holding more than 5%, and the mother of Ms. Liu Shan, the vice chairman. She has a kinship with Mr. Liu Qingyun, the deputy general manager. In addition, she has no relationship with other directors, supervisors and senior managers of the company. Ms. Yan Ruzhen’s qualifications comply with the company law, the articles of association and other relevant provisions, and there is no punishment by the CSRC and other relevant departments or punishment by the stock exchange, and there is no situation specified in 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. According to the inquiry on the website of the Supreme People’s court, Ms. Yan Ruzhen is not a “dishonest person subjected to execution”.
