Securities code: 002981 securities abbreviation: Risuntek Inc(002981) Announcement No.: 2022-003 Risuntek Inc(002981)
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.
In accordance with the provisions of the Shenzhen Stock Exchange, the regulations on the expiration of the term of office of listed companies and the regulations of the Shenzhen Stock Exchange (hereinafter referred to as the “Regulations of the second board of directors”) and the relevant laws and regulations of the Shenzhen Stock Exchange, The company held the 26th meeting of the second board of directors on December 31, 2021, deliberated and adopted the proposal on the general election of the board of directors and the nomination of non independent director candidates of the third board of directors, and the proposal on the general election of the board of directors and the nomination of independent director candidates of the third board of directors. The matters related to the general election of the board of directors are hereby announced as follows:
There are 7 directors in the third board of directors of the company, including 3 independent directors. Upon the recommendation of the company’s shareholders and the board of directors and the qualification examination of the nomination committee of the second board of directors, the board of directors of the company agreed to nominate Mr. Shen Qingkai, Ms. Guo Liqin, Mr. Guo Rongxiang and Mr. Xu linzhe as candidates for non independent directors of the third board of directors of the company; It is agreed to nominate Mr. Chen Lixin, Mr. Zeng Minhui and Mr. Zhao Xiaoming as independent director candidates of the third board of directors of the company (the resumes of the above director candidates are attached). Mr. Chen Lixin, the candidate for independent director, has obtained the qualification certificate of independent director; Independent director candidates Mr. Zeng Minhui and Mr. Zhao Xiaoming have not obtained the independent director qualification certificate of Shenzhen Stock Exchange, but they have made a written commitment to the board of directors of the company, promising to participate in the latest independent director training and obtain the independent director qualification certificate recognized by Shenzhen Stock Exchange. Among them, Mr. Zhao Xiaoming is an accounting professional. The independent directors of the company expressed their agreed independent opinions on the general election of the board of directors. After the candidates for directors are considered and approved by the general meeting of shareholders, the total number of directors concurrently serving as senior managers in the 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 directors of the company, which meets the requirements of relevant laws and regulations.
The candidates for the third board of directors of the company will be submitted to the first extraordinary general meeting of the company in 2022. The cumulative voting system will be adopted in this election, and non independent directors and independent directors will vote separately. The qualification of independent director candidates shall be filed with Shenzhen stock exchange for review, and can be submitted to the general meeting of shareholders for deliberation only after there is no objection. The term of office of the third board of directors of the company is three years from the date of election by the general meeting of shareholders.
In order to ensure the normal operation of the board of directors, the directors of the second board of directors of the company will continue to perform their duties and responsibilities in accordance with laws and regulations, normative documents, articles of association and other relevant provisions before the completion of the change of the board of directors.
Mr. Xu Zuoli, the non independent directors of the company, Mr. Cheng Jianchun, Mr. Zhang Lei and Ms. Zhang Xi will no longer serve as directors of the new board of directors. The board of directors of the company sincerely thanks the four directors for their contributions to the company and the board of directors during their tenure!
It is hereby announced.
Risuntek Inc(002981) Annex I of the board of directors on December 31, 2021
Resume of candidates for non independent directors of the third board of directors
Mr. Shen Qingkai, Chinese nationality, without permanent residency abroad, was born in September 1974 and is studying EMBA at Guanghua School of management, Peking University. He used to be the executive director and general manager of Dongguan Chaoyang Industrial Co., Ltd., the director of Hong Kong Fuchs Co., Ltd., the chairman and general manager of Dongguan Bohui Electronics Co., Ltd., the supervisor of Chaoyang jushengtai (Xinfeng) Technology Co., Ltd., the supervisor of Dongguan Xuqin Industrial Co., Ltd., and the executive director and manager of Guangdong Jianyi Investment Co., Ltd; He is currently the chairman and general manager of the second board of directors of the company, the director of Lusheng (Hong Kong) Technology Co., Ltd., the executive director and general manager of Dongguan Lusheng Electronic Technology Co., Ltd., the general manager of Vietnam Lusheng Industrial Co., Ltd., the director of Lusheng (India) Electronics Co., Ltd. and the general manager of Vietnam Chaoyang Industrial Co., Ltd.
Mr. Shen Qingkai directly holds 9500000 shares of the company, holds 90% of the equity of Guangdong Jianyi Investment Co., Ltd., the controlling shareholder of the company, and holds 49.29% of the capital contribution of Zhuhai Jianyang investment partnership (limited partnership). As one of the actual controllers of the company. Mr. Shen Qingkai and Ms. Guo Liqin are husband and wife, and Ms. Guo Liqin is the wife and sister of Mr. Guo Rongxiang. In addition to the above related relationships, Mr. Shen Qingkai has no related relationships with other directors, supervisors and senior managers. Mr. Shen Qingkai is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person.
Ms. Guo Liqin, Chinese nationality, without permanent residency abroad, was born in December 1977. He once served as supervisor of Dongguan Chaoyang Industrial Co., Ltd., executive director and general manager of Xiamen kailijie Electronic Technology Co., Ltd., executive director and general manager of Dongguan Xuqin Industrial Co., Ltd., director of Dongguan Bohui Electronics Co., Ltd. and supervisor of Guangdong Jianyi Investment Co., Ltd. He is currently a director of Risuntek Inc(002981) , a supervisor of Dongguan Lusheng Electronic Technology Co., Ltd., an executive partner of Zhuhai Jianyang investment partnership (limited partnership), and an executive director and manager of Guangdong Jianyi Investment Co., Ltd.
Ms. Guo Liqin directly holds 5500000 shares of the company, 10% of the equity of Guangdong Jianyi Investment Co., Ltd., the controlling shareholder of the company, and 0.43% of the capital contribution of Zhuhai Jianyang investment partnership (limited partnership). As one of the actual controllers of the company. Ms. Guo Liqin and Mr. Shen Qingkai are husband and wife, and Ms. Guo Liqin is the wife and sister of Mr. Guo Rongxiang. In addition to the above relationship, Ms. Guo Liqin has no relationship with other directors, supervisors and senior managers. Ms. Guo Liqin is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person.
Mr. Guo Rongxiang, Chinese nationality, without permanent residency abroad, was born in November 1977. He used to be the person in charge of Tianjin Hongji electronic component factory, the supervisor of Tianjin mingdongyang Electronics Co., Ltd., the executive director and general manager of Tianjin Xiangrong Electronics Co., Ltd., the executive director and general manager of Suning Sanxin electronic communication equipment manufacturing Co., Ltd., and the executive director and general manager of Tianjin Kaisheng Electronics Co., Ltd; He is currently a director of Risuntek Inc(002981) and executive director and general manager of Laiwu Chaoyang Electronics Co., Ltd.
Mr. Guo Rongxiang does not directly hold the company’s shares, but indirectly holds the company’s shares by holding 17.29% of the capital contribution of the shareholder Zhuhai Jianyang investment partnership (limited partnership). Mr. Guo Rongxiang is the brother-in-law of Ms. Guo Liqin, and Mr. Shen Qingkai and Ms. Guo Liqin are husband and wife. In addition to the above relationship, Mr. Guo Rongxiang has no relationship with other directors, supervisors and senior managers. Mr. Guo Rongxiang is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person.
Mr. Xu linzhe, Chinese nationality, without permanent residency abroad, was born in November 1983 with a bachelor’s degree. Former auditor of Guangdong Zhengzhong Zhujiang certified public accountants Co., Ltd. and chief financial officer of Dongguan Chaoyang Industry Co., Ltd; Currently Risuntek Inc(002981) chief financial officer.
Mr. Xu linzhe does not directly hold the company’s shares, but indirectly holds the company’s shares by holding 2.8571% of the capital contribution of the shareholder Zhuhai Jianyang investment partnership (limited partnership). In addition, Mr. Xu linzhe has no relationship with shareholders holding more than 5%, actual controllers and other directors, supervisors and senior managers. Mr. Xu linzhe is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person.
Annex II
Resume of independent director candidates of the third board of directors
Mr. Chen Lixin, Chinese nationality, without permanent residency abroad, was born in June 1966 with a master of business administration. He used to be the editor of China Book Import and Export Shanghai company, the director of the editorial department of Shanghai World Book Publishing Company and the Secretary General of China electronic audio industry association. Now he is the Honorary Secretary General of China electronic audio industry association and the president of headphone branch of China electronic audio industry association.
Mr. Chen Lixin does not hold the company’s shares and has no relationship with shareholders holding more than 5%, actual controllers and other directors, supervisors and senior managers. Mr. Chen Lixin is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person. Mr. Chen Lixin has obtained the qualification certificate of independent director.
Mr. Zeng Minhui, Chinese nationality, without permanent residency abroad, was born in October 1973 with a doctorate. He used to be an employee of Guangzhou patent office, a partner of Guangzhou Xinnuo Patent Agency Co., Ltd., a senior partner of Guangzhou Huajin United patent and Trademark Agency Co., Ltd., and is now a senior partner of Guangdong Huajin law firm.
Mr. Zeng Minhui does not hold the company’s shares and has no relationship with shareholders holding more than 5%, actual controllers and other directors, supervisors and senior managers. Mr. Zeng Minhui is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person. Mr. Zeng Minhui has not obtained the qualification certificate of independent directors. He has promised to participate in the latest training course for independent directors of listed companies and obtain the qualification certificate of independent directors recognized by Shenzhen Stock Exchange.
Mr. Zhao Xiaoming, Chinese nationality, without overseas permanent residence right, was born in November 1964. He has worked in Zhongkai agricultural engineering college since October of the graduate school year. He has successively served as a teacher of the school of economics and management, deputy director of the supervision department, deputy director of the audit department and director of the finance department. He is now a cadre at the head level of the Infrastructure Department of Zhongkai agricultural engineering college.
Mr. Zhao Xiaoming does not hold the company’s shares and has no relationship with shareholders holding more than 5%, actual controllers and other directors, supervisors and senior managers. Mr. Zhao Xiaoming is not subject to the provisions of Article 146 of the company law, the articles of association and the relevant provisions of the CSRC and Shenzhen Stock Exchange, and has not been punished by the CSRC and other relevant departments and the stock exchange, If there is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, and there is no clear conclusion, it is not a dishonest person. Mr. Zhao Xiaoming has not obtained the qualification certificate of independent directors, and has promised to participate in the latest training course for independent directors of listed companies and obtain the qualification certificate of independent directors recognized by Shenzhen Stock Exchange.
