Bank Of Zhengzhou Co.Ltd(002936) : H-share announcement – change of joint company secretary, substitute of authorized representative and legal process agent. Hong Kong Exchanges and Clearing Limited and the stock exchange of Hong Kong Limited shall not be responsible for the contents of this announcement, nor make any statement on its accuracy or completeness, and make it clear that, Shall not be liable for any loss arising from or reliance on all or any part of the contents of this notice.
Bank of Zhengzhou Co., Ltd.
Bank Of Zhengzhou Co.Ltd(002936)
(a company limited by shares incorporated in the people’s Republic of China)
(H-share Code: 6196)
(preferred stock code: 4613)
Substitutes for joint company secretaries and authorized representatives; and
Change of legal process agent
The board of directors (the “board”) of Bank Of Zhengzhou Co.Ltd(002936) (the “bank”) hereby announces that Ms. Liang Jianxian (“Ms. Liang”) has resigned as the joint company secretary of the bank (“joint company secretary”) due to the work adjustment The replacement of the authorized representative of the bank (the “replacement of the authorized representative”) in accordance with rule 3.05 of the Securities Listing Rules of the stock exchange of Hong Kong Limited (the “Hong Kong Listing Rules”) and in accordance with rule 19 A of the Hong Kong listing rules Article 13 (2) and the agent who receives legal process documents and notices in Hong Kong on behalf of the bank under Chapter 622 (Companies Ordinance) (the “legal process agent”) shall take effect from February 28, 2022. Ms. Liang confirmed that there was no disagreement between him and the board of directors, and there was no matter related to his resignation that needed to be submitted to the Hong Kong Stock Exchange and the shareholders of the bank for their attention. The board further announced that Dr. Wei Weifeng (“Dr. Wei”) has been appointed as the joint company secretary, the substitute of the authorized representative and the agent of legal proceedings with effect from February 28, 2022. Details of Dr. Wei’s resume are as follows: Dr. Wei Weifeng, Bachelor of law (Hons) from Huarui Hampton University, UK, master of business administration from Andrew University, master of corporate finance from Hong Kong Polytechnic University, and doctor of financial economics from Shanghai University of Finance and economics. Senior member of the Hong Kong Institute of corporate governance (formerly known as the Hong Kong Institute of Chartered Secretaries), senior member of the British Institute of Chartered corporate governance (formerly known as the British Institute of Chartered Secretaries and administrators), member of the Hong Kong Institute of certified public accountants, senior member of the British Institute of Chartered Certified Public Accountants and member of the Institute of Chartered arbitrators.
Dr. Wei is currently the director and chief executive officer of Fangyuan enterprise service group (Hong Kong) Co., Ltd. Dr. Wei has more than 30 years of professional practice and senior management experience, including executive director, chief financial officer and company secretary. Most of his experience involves finance, accounting, internal control and risk management, compliance with laws and regulations, corporate governance and company secretary of Listed Issuers (including large red chip companies). Exemption from strict compliance with rules 3.28 and 8.17 of the Hong Kong listing rules. We refer to the announcement of the bank dated August 30, 2021 and that the Hong Kong Stock Exchange has granted exemption to the bank from strict compliance with rules 3.28 and 8.17 of the Hong Kong Listing Rules (the “exemption”) in respect of the qualification of Mr. Xia Hua (“Mr. Xia”) as joint company secretary, The exemption period lasts for three years from the date of appointment (i.e. August 27, 2021) to August 26, 2024 (the “exemption period”), provided that during the exemption period, Ms. Liang who meets the qualifications specified in rule 3.28 of the Hong Kong listing rules will assist Mr. Xia. Since the exemption conditions will not be met after Ms. Liang resigned, the bank has applied to the stock exchange of Hong Kong for the qualification of Mr. Xia as joint company secretary and has been granted a new exemption by the stock exchange of Hong Kong (the “new exemption”) without strictly complying with the provisions of rules 3.28 and 8.17 of the Hong Kong listing rules, The exemption period is the remaining exemption period (i.e. from February 28, 2022 to August 26, 2024) (the “new exemption period”), provided that: (I) Dr. Wei will provide assistance to Mr. Xia during the new exemption period; (II) the new exemption may be revoked if the bank has a material violation of the Hong Kong Listing Rules; And (III) the bank will publish the details of the new exemption, including its reasons and conditions. The bank will notify the Hong Kong Stock Exchange at the end of the new exemption period so that the Hong Kong stock exchange can review the situation. The stock exchange of Hong Kong expects that after the end of the new exemption period, the bank will be able to prove that Mr. Xia has gained relevant experience after receiving the assistance of Dr. Wei during the new exemption period and is capable of performing the functions of company secretary as required by rule 3.28 of the Hong Kong Listing Rules, so he does not need to obtain further exemption. If and when Dr. Wei no longer assists Mr. Xia, the new exemption will be revoked immediately.
Details of Mr. Xia’s resume are as follows: Mr. Xia Hua, Bachelor of Engineering in applied electronic technology, Beijing Agricultural Engineering University (Beijing, China), master of business administration and economist of senior managers of China Europe International School of Business Administration (Shanghai, China). Mr. Xia has served as the executive director and vice chairman of the bank since July 2020 and the Secretary of the board of directors of the bank since August 2021. He is mainly responsible for taking charge of the Internal Audit Office of the board of directors and assisting Mr. Wang Tianyu in taking charge of the office of the board of directors, the remuneration and Assessment Office of the board of directors and the Strategic Development Department of the board of directors. In addition, he has been the chairman of Henan Jiuding Financial Leasing Co., Ltd. since December 2019. Mr. Xia joined the bank in December 2011 and served as vice president of the bank. Before joining the bank, Mr. Xia served as the chief staff member of the rural cooperative financial management office of Henan Branch of the people’s Bank of China, the chief staff member of the cooperative financial institutions Office of Zhengzhou regulatory office of Jinan Branch, the chief staff member of Agricultural Bank Of China Limited(601288) regulatory office, the chief staff member and deputy director of the first state owned bank regulatory office of Henan regulatory bureau of Bank Of China Limited(601988) Insurance Regulatory Commission Deputy director of the supervision department of urban commercial banks and supervision researcher. Except as disclosed above, the board of directors is not aware that any other matters related to the appointment of Dr. Wei need to be submitted to the shareholders of the bank for their attention, and there is no information to be disclosed in accordance with the Hong Kong listing rules. The board of directors took this opportunity to thank Ms. Liang for her valuable contributions to the bank during her term of office and welcomed Dr. Wei to take up her new post.
Accept the order of the board of directors
Bank Of Zhengzhou Co.Ltd(002936) Wang Tianyu
chairman
Zhengzhou City, Henan Province, China on February 28, 2022, on the date of this announcement, the members of the board of directors include executive directors Mr. Wang Tianyu, Mr. Shen Xueqing and Mr. Xia Hua; Non executive directors: Ms. Wang Dan, Mr. Liu Bingheng, Mr. Su Xiaojun, Mr. Ji Hongjun and Mr. Wang Shihao; And independent non-executive directors Ms. Li Yanyan, Mr. Li Xiaojian, Mr. Song Ke and Ms. Li Shuxian The bank is not an authorized institution under the Banking Ordinance, Chapter 155 of the laws of Hong Kong. It is not subject to the supervision of the Hong Kong Monetary Authority and is not authorized to operate banking and / or deposit taking business in Hong Kong.
