Securities code: 605398 securities abbreviation: Shanghai New Centurion Network Information Technology Co.Ltd(605398) Announcement No.: 2022-011 Shanghai New Centurion Network Information Technology Co.Ltd(605398)
Announcement of resolutions of the 20th meeting of the second board of directors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear individual and joint liabilities for the authenticity, accuracy and completeness of its contents.
1、 Meetings of the board of directors
The 20th meeting of the second board of directors of Shanghai New Centurion Network Information Technology Co.Ltd(605398) (hereinafter referred to as “the company”) was notified in writing on February 14, 2022 and held by means of communication voting on February 20, 2022. There are 9 directors who should vote at the meeting and 9 directors who actually vote. The convening and convening of the meeting comply with the company law of the people’s Republic of China and the Shanghai New Centurion Network Information Technology Co.Ltd(605398) articles of association and other relevant provisions, and the resolutions of the meeting are legal and effective.
2、 Deliberations of the board meeting
1. The proposal on electing the chairman of the second board of directors and changing the legal representative of the company was deliberated and adopted. The voting results: 9 votes in favor, 0 abstention and 0 opposition.
In accordance with the company law of the people’s Republic of China and other laws and regulations, normative documents and the relevant provisions of the Shanghai New Centurion Network Information Technology Co.Ltd(605398) articles of association and the Shanghai New Centurion Network Information Technology Co.Ltd(605398) rules of procedure of the board of directors, and in combination with the actual situation of the company, the board of directors elected Mr. sun Zhengyang as the chairman of the company. The term of office starts from the date of deliberation and approval of the board of directors to the date of expiration of the second board of directors. After being elected, Mr. Sun Zhengyang no longer served as the vice chairman of the company. See the attachment for the resume of Mr. Sun Zhengyang.
Mr. Sun Xingyan is the founder of the company and has served as the executive director and chairman of the company for a long time. During his tenure, he has been scrupulous and diligent, led the steady growth and successful listing of the company, and made outstanding contributions to the high-quality development of the company. In this regard, the board of directors of the company spoke highly of it and extended heartfelt thanks to it!
Mr. Sun Xingyan, the former chairman of the company, continued to serve as a director of the second board of directors after leaving office. At the same time, after discussion and research by the board of directors, Mr. Sun Xingyan was appointed as the honorary chairman and special adviser of the company to provide guidance and suggestions for the high-quality development of the company.
According to the Shanghai New Centurion Network Information Technology Co.Ltd(605398) articles of association, the chairman is the legal representative of the company. Accordingly, the legal representative of the company will be changed to Mr. Sun Zhengyang.
The above matters need not be submitted to the general meeting of shareholders for deliberation, and the chairman of the company and his designated personnel are authorized to go through the industrial and commercial change registration and filing procedures for the above matters.
2. Deliberated and passed the proposal on electing the vice chairman of the second board of directors of the company
Voting results: 9 in favor, 0 abstention and 0 against.
In accordance with the company law of the people’s Republic of China and other laws and regulations, normative documents and the relevant provisions of the Shanghai New Centurion Network Information Technology Co.Ltd(605398) articles of association and Shanghai New Centurion Network Information Technology Co.Ltd(605398) rules of procedure of the board of directors, and in combination with the actual situation of the company, the board of directors elected Mr. Li Haojiang as the vice chairman of the company. The term of office starts from the date of deliberation and approval of the board of directors to the date of expiration of the second board of directors. See the attachment for the resume of Mr. Li Haojiang.
The above matters need not be submitted to the general meeting of shareholders of the company for deliberation, and the chairman of the company and his designated personnel are authorized to go through the industrial and commercial change filing procedures for the above matters.
3. The proposal on adjusting the members of the special committees of the board of directors of the company was deliberated and adopted
Voting results: 9 in favor, 0 abstention and 0 against.
In accordance with the company law of the people’s Republic of China and other laws and regulations, normative documents, the Shanghai New Centurion Network Information Technology Co.Ltd(605398) articles of association, the rules of procedure of the Shanghai New Centurion Network Information Technology Co.Ltd(605398) board of directors and the relevant provisions of the working rules of the special committees of the company’s board of directors, and in combination with the post situation of the personnel of the second board of directors after the adjustment of the company, the board of directors adjusted the members of the subordinate special committees, The details are as follows: (1) the strategy committee of the board of directors is composed of directors Mr. Sun Zhengyang, Mr. Li Haojiang and independent director Mr. Chu Junhao, of which Mr. Sun Zhengyang is the convener of the Committee;
(2) The audit committee of the board of directors is composed of independent directors Mr. Xue Shiyong, Mr. Pan Chang and director Mr. Sun Xingyan, of which Mr. Xue Shiyong is the convener of the Committee;
(3) The nomination committee of the board of directors is composed of independent directors Mr. Chu Junhao, Mr. Xue Shiyong and director Mr. Sun Zhengyang, of which Mr. Chu Junhao is the convener of the Committee;
(4) The remuneration and assessment committee of the board of directors is composed of independent directors Mr. Pan Chang, Mr. Xue Shiyong and director Mr. Sun Zhengyang, of which Mr. Pan Chang is the convener of the Committee.
The term of office of the members of the above-mentioned special committees starts from the date of deliberation and approval of the current board of directors to the date of expiration of the second board of directors.
It is hereby announced.
Shanghai New Centurion Network Information Technology Co.Ltd(605398) board of directors February 21, 2022 Annex: 1. Resume
enclosure:
Resume
Sun Zhengyang, male, born in 1987, Chinese nationality, without permanent residency abroad. Graduated from the University of Toronto, Canada with a Bachelor of Science Degree in economics. From 2012 to 2014, he served as an analyst of the investment bank of Morgan Stanley Huaxin Securities Co., Ltd; Since 2015, he has been the supervisor of Shanghai Qingwei Software Co., Ltd; From 2014 to March 2017, he served as the deputy general manager of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Information Technology Co., Ltd; From March 2017 to February 2022, he successively served as the vice chairman of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Information Technology Co., Ltd; He has been the chairman of Shanghai New Centurion Network Information Technology Co.Ltd(605398) since February 2022.
Li Haojiang, male, born in 1974, Chinese nationality, without permanent residency abroad. He graduated from East China Normal University with a Bachelor of Science Degree in electronics and information system, and then received EMBA from China Europe International Business School. General manager of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Technology Co., Ltd. from 2006 to 2014; From 2014 to March 2017, he served as the deputy general manager of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Information Technology Co., Ltd; From March 2017 to now, he has successively served as the director and general manager of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Information Technology Co., Ltd; General manager of Shanghai Shanghai New Centurion Network Information Technology Co.Ltd(605398) Technology Co., Ltd. since August 2017; Executive director of Beijing Shanghai New Centurion Network Information Technology Co.Ltd(605398) Technology Co., Ltd. since December 2018; Served as Shanghai New Centurion Network Information Technology Co.Ltd(605398) vice chairman since February 2022.
