Securities code: 001267 securities abbreviation: huilv ecological Announcement No.: 2022013 huilv Ecological Technology Group Co., Ltd
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.
The term of office of the ninth board of directors of huilv Ecological Technology Group Co., Ltd. (hereinafter referred to as “the company” or “the company”) is about to expire. Now, in accordance with the company law, the articles of association, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of main board listed companies and other relevant laws, regulations, rules and regulations, the company held the 23rd Meeting of the ninth board of directors on February 25, 2022, The proposal on the election of the 10th Session of non independent directors by the board of directors and the proposal on the election of the 10th Session of independent directors by the board of directors were deliberated and adopted. The details are as follows: I. The election of the board of directors
The 10th board of directors of the company consists of 9 directors, including 6 non independent directors and 3 independent directors. In accordance with the provisions of the articles of association on the nomination of director candidates, the nomination committee of the board of directors conducted the qualification examination of qualified director candidates. The board of directors nominated Li Xiaoming, Li Xiaowei, Jin Xiaochuan, Liu Bin, Yan Qi and Shi Lei as non independent directors of the 10th board of directors of the company, Zhang Zhihong, Wu Jinghui Open the independent director of the 10th board of directors of Huawei (see the appendix for the resume of the above candidates).
Among the candidates for independent directors, Zhang Zhihong is an accounting professional. Zhang Zhihong, Zhang Kaihua and Wu Jinghui have all obtained the qualification certificate of independent directors. According to relevant regulations, the qualification and independence of independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange before they can be submitted to the general meeting of shareholders of the company for deliberation.
The above-mentioned candidates for directors meet the qualifications of directors of the company, and are not found to be prohibited from serving as directors of the company in accordance with the provisions of the company law, the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, the articles of association, etc. they are not dishonest Executees. In accordance with the relevant provisions of the company law, the articles of association and other laws, regulations and rules, the election of directors shall be submitted to the second extraordinary general meeting of shareholders of the company in 2022 for deliberation, and the cumulative voting system shall be adopted to vote on the candidates for non independent directors and independent directors respectively. The term of office shall be three years from the date of deliberation and approval by the general meeting of shareholders.
After the above director candidates are elected, the total number of directors serving as the company’s senior management and employee representatives of the 10th board of directors of the company does not exceed one-half of the total number of directors of the company, and the number of independent directors is not less than one-third of the total number of members of the board of directors of the company. 2、 Opinions of independent directors
The independent directors of the company reviewed the nomination procedures, voting procedures and the qualification of director candidates in this general election, and expressed their agreed independent opinions. For details, please refer to (www.cn. Info. Com. CN.) published on cninfo.com on the same day as this announcement Opinions of independent directors on matters considered at the 23rd Meeting of the ninth board of directors. 3、 Other instructions
In order to ensure the normal operation of the board of directors, the directors of the ninth board of directors of the company will continue to perform their duties in accordance with laws and regulations, normative documents and the articles of association before the new directors take office. Guo Xiaojing, a non independent director of the ninth board of directors of the company, will no longer serve as a director of the company after the establishment of the new board of directors. Independent directors Peng Heping and Jin Hexian will no longer serve as directors of the company or any other positions of the company after the establishment of the new board of directors. In order to ensure the normal operation of the board of directors, the original directors will continue to perform their duties in accordance with relevant laws and regulations and the articles of association before the new members of the board of directors take office.
The company expresses its heartfelt thanks to all directors of the 9th board of directors for their diligent work and contributions to the company during their tenure.
It is hereby announced
Annex 1: resume of candidates for non independent directors of the 10th board of directors
Annex 2: resume of independent director candidates of the 10th board of directors
Board of directors of huilv Ecological Technology Group Co., Ltd. February 28, 2022 Annex 1: resume of candidates for non independent directors of the 10th board of directors 1. Li Xiaoming
Li Xiaoming, male, born in 1974, Chinese nationality, without overseas permanent residency, university degree, senior engineer of landscaping. He once worked in the general warehouse of the equipment department of the Navy Zhoushan base, one of the founders of Huilu garden construction and Development Co., Ltd., successively served as the supervisor, executive director, general manager and chairman of Huilu garden construction and Development Co., Ltd., and once served as a representative of the eighth people’s Congress of Beilun District, Ningbo, vice chairman of Ningbo Landscape Architecture Association and vice chairman of Beilun District Construction Association, Ningbo. He is currently the chairman and general manager of the company, the executive director of Ningbo Huining Investment Co., Ltd., the executive partner of yuanxuan investment and the executive partner of Beifen management.
As of the date of this announcement, Mr. Li Xiaoming directly holds 228815100 shares of the company. By holding 54.60% of the equity of Ningbo Huining Investment Co., Ltd. and actually controlling Ningbo Huining Investment Co., Ltd., Ningbo Huining Investment Co., Ltd. holds 20.76% of the shares of the company; As the controlling shareholder and actual controller of the company, acting in concert with the shareholders Li Xiaowei and Ningbo Huining Investment Co., Ltd; There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Mr. Li Xiaoming’s qualification meets the relevant provisions of 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 and the articles of association. 2. Xiao Wei Li
Li Xiaowei, male, born in 1970, Chinese nationality, without overseas permanent residency, university degree, senior engineer of landscaping. He used to be the supervisor, director and deputy general manager of huilvyuanlin construction and Development Co., Ltd., and the executive director and general manager of Jinxi huilv ecological nursery stock Co., Ltd. He is currently the vice chairman and deputy general manager of the company, the executive director and general manager of huilv garden construction and Development Co., Ltd., the supervisor of Ningbo Huining Investment Co., Ltd., the executive director and general manager of Jiangxi huilv ecological nursery stock Co., Ltd., the executive director and general manager of Jishui huilv ecological nursery stock Co., Ltd., and the executive director and general manager of Ningbo Huixin Environmental Protection Technology Co., Ltd, Vice president of Ningbo Landscape Architecture Association.
As of the date of this announcement, Li Xiaowei directly holds 389473 million shares of the company. By holding 18.48% of the equity of Ningbo Huining Investment Co., Ltd. and serving as the supervisor of Ningbo Huining Investment Co., Ltd., Ningbo Huining Investment Co., Ltd. holds 20.76% of the shares of the company; Acting in concert with Li Xiaoming, the controlling shareholder and actual controller of the company, and Ningbo Huining Investment Co., Ltd; There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Mr. Li Xiaowei’s qualification meets the relevant provisions of 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 and the articles of association. 3. Liu Bin
Liu Bin, male, born in 1977, Chinese nationality, without overseas permanent residency, master, senior engineer of Landscape Architecture (landscape design), class II registered constructor. He worked in Ningbo Tengtou Garden Design Institute Co., Ltd. and water ecology, and served as the general manager assistant, deputy general manager, executive deputy general manager, President and chief engineer of Zhejiang Tengtou Hangzhou Landscaping Co.Ltd(605303) Co., Ltd. He is currently the director and deputy general manager of the company and the executive director of Zhejiang landscape architecture society.
Mr. Liu Bin has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company. There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Mr. Liu Bin’s qualification meets the relevant provisions of the company law, self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the articles of association. 4. Jin Xiaochuan
Jin Xiaochuan, female, born in 1976, Chinese nationality, without permanent residency abroad, university degree, engineer. He once worked in Ningbo Dajin fishing gear Co., Ltd. and served as a director of huilvyuanlin construction and Development Co., Ltd. Currently, he is the director of the company, the manager of Ningbo Huining Investment Co., Ltd. and the director of Ningbo giraffe custody Co., Ltd.
As of the date of this announcement, Jin Xiaochuan is the spouse of Li Xiaoming, the actual controller of the company, holds 10.92% equity of Ningbo Huining Investment Co., Ltd. and serves as the manager of Ningbo Huining Investment Co., Ltd. Acting in concert with Li Xiaoming, the controlling shareholder and actual controller of the company, and Li Xiaowei, the shareholder. There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Ms. Jin Xiaochuan’s qualifications comply with the company law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant provisions. 5. Yan Qi
Yan Qi, female, born in 1976, Chinese nationality, without overseas permanent residency, university degree, second-class human resource manager. Worked in China Greatwall Securities Co.Ltd(002939) and served as executive director and general manager of Hubei Lvquan nursery stock Co., Ltd., executive director and general manager of Jinxi Huaxin ecological nursery stock Co., Ltd., director of Ningbo Tianhe water ecological technology Co., Ltd., executive director and general manager of Xiaogan huilv ecological nursery stock Co., Ltd., Manager Assistant of the company’s strategic development center and securities investment center Securities affairs representative. He is currently the deputy general manager, director and Secretary of the board of directors of the company, and the supervisor of Wuhan landkel ecological environment Co., Ltd.
Ms. Yan Qi has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company. There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Ms. Yan Qi’s qualifications comply with the company law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, the articles of association and other relevant provisions. 6. Shi Lei
Shi Lei, male, born in 1980, Chinese nationality, without permanent residency abroad, college degree. He once worked in Ningbo Hailing Electric Appliance Co., Ltd. and Ningbo Economic and Technological Development Zone Jimeng Trading Co., Ltd., and served as the manager of Shanghai Branch of Ningbo Hailing Electric Appliance Co., Ltd. and the legal person and general manager of Ningbo Economic and Technological Development Zone Jimeng Trading Co., Ltd. He is now the deputy general manager of huilv garden construction and Development Co., Ltd., the person in charge of Jinhua Branch of huilv garden construction and Development Co., Ltd. and the person in charge of Shaanxi Branch of huilv garden construction and Development Co., Ltd.
Mr. Shi Lei has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company. There are no circumstances specified in Article 146 of the company law; There are no measures taken by the CSRC to prohibit entry into the securities market; No administrative penalty imposed by the CSRC in the last three years; It has not been publicly condemned or criticized by Shenzhen Stock Exchange in the past three years; There is no situation publicly recognized by Shenzhen Stock Exchange as unfit to serve as directors and senior managers of listed companies; There is no case of being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations; It is not publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court. Mr. Shi Lei’s qualification meets the relevant provisions of 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, and the articles of association.
Annex 2: the 10th board of directors
