Securities code: Shanghai Dobe Cultural & Creative Industry Development (Group) Co.Ltd(300947) securities abbreviation: Shanghai Dobe Cultural & Creative Industry Development (Group) Co.Ltd(300947) Announcement No.: 2022018 Shanghai Dobe cultural and creative industry development (Group) Co., Ltd
Announcement on resignation of independent directors and by election of 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.
The board of directors of Shanghai Dobe cultural and creative industry development (Group) Co., Ltd. (hereinafter referred to as “the company”) recently received a written resignation report from Mr. Zhang Youyou, an independent director of the company. Mr. Zhang youyou applied for resignation from the independent director of the second board of directors and the chairman of the remuneration and assessment committee of the board of directors for personal reasons. Mr. Zhang youyou’s original term of office was from December 3, 2020 to December 2, 2023. As of the disclosure date of this announcement, Mr. Zhang youyou did not hold shares of the company, and there were no commitments that should be fulfilled but not fulfilled. After his resignation, Mr. Zhang youyou will no longer hold any position in the company.
Mr. Zhang youyou’s resignation will not lead to the number of independent directors on the board of directors being less than one-third of the total number of the board of directors, nor will it lead to the lack of accounting professionals among the independent directors of the company. According to the relevant provisions of the rules for independent directors of listed companies and the articles of association, Mr. Zhang youyou’s resignation report will take effect from the date of delivery to the board of directors of the company. During his tenure as an independent director of the company, Mr. Zhang youyou was scrupulous and diligent. The company and the board of directors expressed their heartfelt thanks to Mr. Zhang youyou for his contribution to the development of the company during his tenure!
The company held the 10th meeting of the second board of directors on March 14, 2022, deliberated and passed the proposal on by election of independent directors of the second board of directors. The board of directors nominated Mr. Fan Zhou as the candidate of independent directors of the second board of directors of the company, and served as the chairman of the remuneration and assessment committee of the second board of directors after being elected as independent directors at the general meeting of shareholders, The term of office starts from the date of deliberation and approval at the second extraordinary general meeting of shareholders in 2022 to the date of expiration of the term of office of the second board of directors. Mr. Fan Zhou’s resume is attached.
Mr. Fan Zhou obtained the independent director qualification certificate issued by Shanghai Stock Exchange in December 2008. At the same time, he will participate in the latest independent director training and obtain the independent director qualification certificate recognized by Shenzhen Stock Exchange. The qualification and independence of the above independent director candidates shall be filed and reviewed by Shenzhen Stock Exchange before they can be submitted to the general meeting of shareholders for deliberation.
The independent directors of the company expressed their independent opinions on the matter and believed that Mr. Fan Zhou met the qualifications specified in relevant laws and regulations, There are no circumstances under which the company law, the securities law, the articles of association and the Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies are not allowed to serve as independent directors of the company; There is no case that the CSRC has determined that it is prohibited from entering the market, or the prohibition has not been lifted; There is no punishment by the CSRC and other departments or the stock exchange; Not a dishonest person. This by election complies with relevant laws and regulations and the relevant provisions of the articles of association. The procedure is legal and effective, and there is no situation that damages the interests of the company and all shareholders, especially small and medium-sized shareholders. It is agreed to nominate Mr. Fan Zhou as the candidate for independent director of the second board of directors of the company and submit it to the general meeting of shareholders for deliberation. It is hereby announced.
Attachment of the board of directors of Shanghai Dobe cultural and creative industry development (Group) Co., Ltd. on March 14, 2022:
Resume of Mr. Fan Zhou
Fan Zhou, male, born in September 1959, Chinese nationality, without permanent residency abroad, with a doctorate degree. He is currently the vice president of China Cultural Industry Association and the president of Beijing Jinghe culture and Tourism Development Research Institute.
As of the disclosure date of this announcement, Mr. Fan Zhou does not hold shares of the company and has no relationship with shareholders, controlling shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the shares of the company. Mr. Fan Zhou has not been punished by the CSRC and other relevant departments or the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations. There is no company law The circumstances under which the company is not allowed to serve as an independent director as stipulated in the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM meet the qualifications required by the company law and the articles of association. It has not been publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market, nor is it the person subject to dishonesty.
