Securities abbreviation: Zhejiang Kan Specialities Material Co.Ltd(002012) securities code: Zhejiang Kan Specialities Material Co.Ltd(002012) Announcement No.: 2022012 Zhejiang Kan Specialities Material Co.Ltd(002012)
On completing the general election of the board of directors and the board of supervisors
And the announcement of the appointment of senior managers and other relevant personnel
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.
Zhejiang Kan Specialities Material Co.Ltd(002012) (hereinafter referred to as “the company”) the term of office of the eighth board of directors and board of supervisors will expire. In accordance with the company law of the people’s Republic of China, the securities law of the people’s Republic of China, the guidelines for self discipline supervision of listed companies on Shenzhen stock exchange No. 1 – standardized operation of listed companies on the main board and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association, The company conducted the general election of the board of directors and the board of supervisors. The company held the first extraordinary general meeting of shareholders in 2022 on March 7, 2022, deliberated and passed the relevant proposals on the general election of the board of directors and the board of supervisors one by one, and elected the non independent directors, independent directors and non employee representative supervisors of the ninth board of directors and the ninth board of supervisors. The company held the employee representative meeting on March 7, 2022, at which the employee representative supervisor of the ninth board of supervisors was elected. On the same day, the company held the first meeting of the ninth board of directors and the first meeting of the ninth board of supervisors, deliberated and adopted relevant proposals respectively, and completed the election of the chairman and members of the special committee of the ninth board of directors, the general appointment of senior managers and the election of the chairman of the ninth board of supervisors. The independent directors of the ninth board of directors of the company expressed their independent opinions on the appointment of senior managers at the first meeting of the ninth board of directors. The details are hereby announced as follows:
1、 Composition of the 9th board of directors
(I) members of the board of directors
The ninth board of directors of the company consists of 9 directors, including 6 non independent directors and 3 independent directors. The members are as follows:
Non independent directors: Liu Xi, ran Geng, Tu Kaixiang, Xu Bing, Yang Zhaoyu, Wang Bailang;
Independent directors: Gong Zhizhong, Yang Fan, Hu Xiaolong;
The directors of the ninth board of directors of the company shall take effect from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022, and the term of office is three years. Among them, Liu Xi was elected as the chairman of the ninth board of directors. The total number of directors who concurrently serve as senior managers of the company and employees’ representatives in the board of directors shall not exceed half of the total number of directors of the company. The number of independent directors shall not be less than one-third of the total number of directors of the company, and the qualification and independence of independent director candidates have been reviewed by Shenzhen Stock Exchange.
(II) members of special committees of the board of directors
1. Strategy Committee: composed of three directors, with Liu Xi as the chairman (convener), and Yang Zhaoyu and Hu Xiaolong as independent directors;
2. Nomination Committee: composed of three directors, with independent director Yang Fan as the chairman (convener), and Liu Xi and independent director Hu Xiaolong as members;
3. Remuneration and assessment committee: composed of three directors, with independent director Gong Zhizhong as the chairman (convener), and Liu Xi and independent director Yang Fan as members;
4. Audit Committee: composed of three directors, with independent director Hu Xiaolong as the chairman (convener), and Liu Xi and independent director Gong Zhizhong as members.
The term of office of the above members starts from the date of deliberation and approval at the first meeting of the ninth board of directors to the date of expiration of the term of office of the ninth board of directors.
2、 Composition of the 9th board of supervisors
1. The 9th board of supervisors of the company consists of 3 supervisors, including 2 non employee representative supervisors and 1 employee representative supervisor. The details are as follows:
Non employee representative supervisors: Guo Xiaobin, Liang Xiaowei
Employee Representative Supervisor: Fu Weilin
The non employee representative supervisors of the ninth board of supervisors of the company shall take effect from the date of deliberation and approval of the first extraordinary general meeting of shareholders in 2022, and the employee representative supervisors shall take effect from the date of deliberation and approval of the employee representative meeting. The supervisors elected by the general meeting of shareholders and the employee representative supervisors jointly form the ninth board of supervisors, with a term of office of three years. Among them, Guo Xiaobin was elected as the chairman of the ninth board of supervisors. There is no situation that the company’s directors, senior managers and their spouses and immediate relatives serve as the company’s supervisors during the term of office of the company’s directors and senior managers.
3、 Appointment of senior managers by the company
1. Liu Xi was appointed as the general manager of the company.
2. Appoint Yang Zhaoyu to continue to serve as deputy general manager and Secretary of the board of directors of the company.
Yang Zhaoyu, deputy general manager and Secretary of the board of directors of the company, has obtained the qualification certificate of secretary of the board of directors of Shenzhen Stock Exchange, and has the necessary working experience and professional knowledge to perform the duties of secretary of the board of directors of listed companies. The qualification of secretary of the board of directors has been submitted to Shenzhen stock exchange for examination without objection, His position complies with the company law of the people’s Republic of China, the Listing Rules of Shenzhen Stock Exchange and other relevant laws and regulations.
The contact information of the Secretary of the board of directors is as follows:
Office Tel.: 05788128682
Fax No.: 05788123717
Work email: [email protected].
3. Appoint Hua Yiming, Liu Chengyue, Xie Meizhen and sun Zhichao as deputy general managers of the company;
4. Appoint Chen Wanping to continue as the chief engineer of the company;
5. Appoint Zhou wanbiao to continue to serve as the chief financial officer of the company.
The term of office of the above-mentioned senior managers starts from the date of deliberation and approval at the first meeting of the ninth board of directors to the date of expiration of the term of office of the ninth board of directors. Independent directors have expressed their independent opinions on matters related to the appointment of senior managers of the company. For details, see the relevant announcement issued by the company on cninfo.com on the same day.
4、 Appointment of securities affairs representative
Yi Guohua is appointed to continue to serve as the representative of the company’s securities affairs. His term of office starts from the date of deliberation and approval at the first meeting of the ninth board of directors to the date of expiration of the term of office of the ninth board of directors. Yi Guohua has obtained the qualification certificate of secretary of the board of directors issued by Shenzhen Stock Exchange, and his qualification meets the relevant provisions of the stock listing rules of Shenzhen Stock Exchange.
The contact information of securities affairs representative is as follows:
Office Tel.: 05788128682
Fax No.: 05788123717
Work email: [email protected].
5、 Information about the outgoing personnel
1. Yu Bo, an independent director of the eighth board of directors, left his post upon expiration and will not hold any position in the company and its holding subsidiaries after leaving his post. As of the disclosure date of this announcement, Yu Bo did not hold shares of the company, and there were no commitments that should be fulfilled but not fulfilled.
2. Wang Yu, Yuan like and Huang Xia, the non independent directors of the eighth board of directors, left their posts after the change of office. After leaving their posts, Wang Yu and Yuan like did not hold any positions in the company and its holding subsidiaries. Huang Xia still served as the CEO of Xiamen Qiangyun network technology Co., Ltd., the holding subsidiary of the company. As of the disclosure date of this announcement, Wang Yu, Yuan like and Huang Xia did not hold shares of the company, and there were no commitments that should be fulfilled but not fulfilled.
3. Yang Yaling, the chairman of the eighth board of supervisors, resigned from the post and did not hold any position in the company and its holding subsidiaries after leaving the post. As of the disclosure date of this announcement, Yang Yaling did not hold any shares of the company, nor did she have any commitments that should be fulfilled but not fulfilled.
6、 Documents for future reference
1. Resolutions of the company’s first extraordinary general meeting in 2022;
2. Resolutions of the workers’ Congress;
3. Resolutions of the first meeting of the ninth board of directors of the company;
4. Resolutions of the first meeting of the ninth board of supervisors of the company;
5. Independent opinions of independent directors on the appointment of senior managers of the company.
It is hereby announced.
Zhejiang Kan Specialities Material Co.Ltd(002012) board of directors March 7, 2022