Securities code: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) securities abbreviation: Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) Announcement No.: 2022013 Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692)
Announcement on resignation and election of directors and independent 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.
Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) (hereinafter referred to as “the company”) the board of directors recently received written resignation reports from Mr. Hu Xinquan, independent director Mr. Jiang Yulin and independent director Mr. Song Shijun. On February 28, 2022, the company held the 8th meeting of the 3rd board of directors, deliberated and approved the proposal on nominating candidates for non independent directors of the 3rd board of directors and the proposal on nominating candidates for independent directors of the 3rd board of directors and adjusting members of relevant special committees. Now the company announces the relevant information as follows:
1、 Resignation
Mr. Hu Xinquan, a non independent director of the company, applied to resign as a director of the company due to personal job changes. Mr. Jiang Yulin, an independent director of the company, applied to resign as an independent director of the company, convener of the audit committee of the third board of directors and member of the remuneration and assessment committee because his personal time and energy could not guarantee the normal performance of his duties. Mr. Song Shijun, an independent director of the company, was not suitable to continue to serve as an independent director of the listed company due to the requirements of the job regulations of the law firm, so he applied to resign as an independent director of the company, convener of the remuneration and assessment committee of the third board of directors, member of the audit committee and member of the nomination committee. After the resignation takes effect, Mr. Hu Xinquan, Mr. Jiang Yulin and Mr. Song Shijun will not hold any position in the company.
According to the relevant provisions of the company law, Shenzhen Stock Exchange GEM Listing Rules and the articles of association, the resignation of the above directors led to the number of the company’s board of directors being lower than the quorum. The resignation report will take effect after the new directors are elected by the general meeting of shareholders. In order to ensure the normal operation of the board of directors of the company, Mr. Hu Xinquan, Mr. Jiang Yulin and Mr. Song Shijun who proposed to resign before the new directors took office will continue to faithfully and diligently perform the duties and responsibilities of directors in accordance with laws, administrative regulations, normative documents and the articles of Association.
As members of the third board of directors of the company, Mr. Hu Xinquan, Mr. Jiang Yulin and Mr. Song Shijun were originally scheduled to expire on April 11, 2024. As of the date of this announcement, Mr. Hu Xinquan, Mr. Jiang Yulin and Mr. Song Shijun did not hold shares of the company, and their spouses and other immediate family members did not hold shares of the company. Mr. Hu Xinquan, Mr. Jiang Yulin and Mr. Song Shijun were diligent and devoted to their duties during their tenure as non independent directors and independent directors of the company, and played a positive role in the standardized operation and healthy development of the company. The board of directors of the company expressed heartfelt thanks for their contributions to the development of the company during their tenure!
2、 Election of non independent directors and independent directors
On February 28, 2022, the company held the 8th meeting of the 3rd board of directors, deliberated and approved the proposal on nominating candidates for non independent directors of the 3rd board of directors and the proposal on nominating candidates for independent directors of the 3rd board of directors and adjusting members of relevant special committees.
Mr. Zhang Bozhong, the controlling shareholder and actual controller of the company, nominated Mr. Wang Wei (attached with resume) as the candidate for non independent director of the third board of directors of the company. The term of office starts from the date of deliberation and approval of the 2021 annual general meeting of shareholders of the company to the date of expiration of the term of office of the third board of directors. Mr. Wang Wei does not receive the director’s salary during his term of office, but receives the post salary according to his post.
Mr. Zhang Bozhong, the controlling shareholder and actual controller of the company, nominated Ms. Yao Yunxia (resume attached) as the candidate for independent director of the third board of directors of the company, and the board of directors of the company nominated Mr. Jiang Yongqiang (resume attached) as the candidate for independent director of the third board of directors of the company, The term of office starts from the date of deliberation and approval of the 2021 annual general meeting of shareholders of the company to the date of expiration of the term of office of the third board of directors. The allowance standard of Ms. Yao Yunxia and Mr. Jiang Yongqiang is consistent with that of other independent directors of the third board of directors, that is, they receive a director’s allowance of 60000 yuan (before tax) / year during their tenure. After the above independent director nomination is approved by the general meeting of shareholders of the company, the composition of relevant special committees of the board of directors of the company will be adjusted as follows: Ms. Yao Yunxia will also serve as the convener of the audit committee and the member of the remuneration and assessment committee of the third board of directors of the company, and Mr. Jiang Yongqiang will also serve as the convener of the remuneration and assessment committee of the third board of directors of the company As a member of the strategy and Investment Committee and the nomination committee, Mr. Gan Fuxing, an independent director, will also serve as the convener of the nomination committee and the member of the audit committee of the third board of directors of the company. His term of office starts from the date of adoption of the resolution of the 2021 annual general meeting of shareholders of the company to the date of expiration of the third board of directors.
The independent directors of the company have expressed their prior approval opinions and agreed independent opinions on the above matters. Among the candidates for independent directors of the company, Ms. Yao Yunxia is an accounting professional. As of the date of this announcement, Ms. Yao Yunxia and Mr. Jiang Yongqiang have not obtained the qualification certificate of independent directors, and have made a written commitment to participate in the latest training of independent directors and obtain the qualification certificate of independent directors recognized by the exchange. The qualification and independence of independent director candidates shall be reviewed by Shenzhen Stock Exchange and submitted to the general meeting of shareholders for deliberation after there is no objection.
It is hereby announced.
Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) board of directors March 2, 2022 attachment: resume of candidates I. resume of candidates for non independent directors
Mr. Wang Wei: born in 1971, Chinese nationality, without permanent residency abroad, graduate degree. He has successively served as the chief financial officer and general manager of the project company of Anhui Zhongchen Investment Holding Co., Ltd. and now serves as the chief financial officer of Anhui Zhonghuan Environmental Protection Technology Co.Ltd(300692) company.
As of the announcement date, Mr. Wang Wei does not hold shares of the company, has no relationship with the company and its controlling shareholders, actual controllers, other shareholders holding more than 5% shares of the company, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other departments or the stock exchange, There are no circumstances stipulated in the company law and the articles of association that a person is not allowed to serve as a director or senior manager of the company, and there are no circumstances stipulated in article 3.2.4 of the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on gem. It is not a dishonest person. 2、 Resume of independent director candidates
Ms. Yao Yunxia: born in 1962, Chinese nationality, without permanent residency abroad, master’s degree. He has successively served as a teacher of Hefei supply and marketing business school, Anqing finance and trade school, Anqing Vocational and technical college, and Guangdong Zhanjiang finance and trade school. He is now an associate professor and teaching supervisor of Anhui finance and Trade Vocational College and a part-time Dean of Anhui lvhai business vocational college.
Ms. Yao Yunxia has not obtained the qualification certificate of independent director, and has promised to participate in the latest independent director training and obtain the qualification certificate of independent director recognized by Shenzhen Stock Exchange.
As of the announcement date, Ms. Yao Yunxia does not hold shares of the company, has no relationship with the company and its controlling shareholders, actual controllers, other shareholders holding more than 5% shares of the company, other directors, supervisors and senior managers of the company, and has not been punished by the China Securities Regulatory Commission and other departments or the stock exchange, There are no circumstances stipulated in the company law and the articles of association that a person is not allowed to serve as a director or senior manager of the company, and there are no circumstances stipulated in article 3.2.4 of the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on gem. It is not a dishonest person.
Mr. Jiang Yongqiang: born in 1961, Chinese nationality, without permanent residency abroad, bachelor degree. He has successively served as chief engineer of Anhui water resources and Hydropower Survey and Design Institute, deputy general manager and chief engineer of Anhui water resources and Hydropower Survey, design and Research Institute Co., Ltd., senior engineer of water resources and hydropower specialty and master of engineering survey and design in Anhui Province.
Mr. Jiang Yongqiang has not obtained the qualification certificate of independent director, and has promised to participate in the latest independent director training and obtain the qualification certificate of independent director recognized by Shenzhen Stock Exchange. As of the announcement date, Mr. Jiang Yongqiang does not hold shares of the company, has no relationship with the company and its controlling shareholders, actual controllers, other shareholders holding more than 5% shares of the company, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other departments or the stock exchange, There are no circumstances stipulated in the company law and the articles of association that a person is not allowed to serve as a director or senior manager of the company, and there are no circumstances stipulated in article 3.2.4 of the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on gem. It is not a dishonest person.