Securities code: Shenzhen Bauing Construction Holding Group Co.Ltd(002047) securities abbreviation: Shenzhen Bauing Construction Holding Group Co.Ltd(002047) Announcement No.: 2022024 Shenzhen Bauing Construction Holding Group Co.Ltd(002047)
Announcement on the resolutions of the 25th meeting of the seventh 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.
1、 Meetings of the board of directors
Shenzhen Bauing Construction Holding Group Co.Ltd(002047) (hereinafter referred to as “the company”) the notice of the 25th meeting of the seventh board of directors was sent to all directors, supervisors and senior managers by telephone and e-mail on March 11, 2022. The meeting was held by means of communication voting on March 14, 2022. The meeting was presided over by Mr. Shi Lei, chairman of the board of directors. There were 8 directors who should attend the meeting and 8 directors who actually attended the meeting. All supervisors and senior managers of the company attended the meeting as nonvoting delegates. The convening, convening and voting procedures of this meeting comply with the company law of the people’s Republic of China (hereinafter referred to as the “company law”) and other relevant laws, administrative regulations, normative documents and the provisions of Shenzhen Bauing Construction Holding Group Co.Ltd(002047) articles of Association (hereinafter referred to as the “articles of Association”). 2、 Deliberations of the board meeting
1. The meeting deliberated and adopted the proposal on appointing the deputy general manager of the company and acting as the Secretary of the board of directors with 8 affirmative votes, 0 negative votes and 0 abstention votes;
The company recently received the resignation report of Ms. Jin Hongying, deputy general manager and Secretary of the board of directors. Ms. Jin Hongying applied for resignation from the positions of deputy general manager, Secretary of the board of directors and all positions of holding subsidiaries for personal reasons. After resigning from the above position, Ms. Jin Hongying will not hold any position in the company and its holding subsidiaries, and the resignation report will take effect from the date it is delivered to the board of directors. During her tenure as deputy general manager and Secretary of the board of directors of the company, Ms. Jin Hongying has performed her duties with due diligence and played an important role in corporate governance, information disclosure, investor relations management, capital operation and company development. The board of directors of the company expresses heartfelt thanks to Ms. Jin Hongying for her contributions to the company during her tenure!
In order to ensure the normal operation of the board of directors and the orderly development of information disclosure, according to the relevant provisions of the company law and other laws and regulations, normative documents and the articles of association, the board of directors agreed to appoint Mr. Zhang Donghui as the deputy general manager of the company after nomination by the general manager and review by the nomination committee of the seventh board of directors (see the appendix for resume), The term of office starts from the date of deliberation and approval of the current board of directors to the date of expiration of the term of office of the current board of directors; The new secretary of the board of directors, Mr. Zhang Donghui, shall be appointed as the Secretary of the board of directors. Mr. Zhang Donghui will participate in the qualification training of the Secretary of the board of directors held by Shenzhen Stock Exchange. The company will complete the appointment of the Secretary of the board of directors as soon as possible after Mr. Zhang Donghui obtains the qualification certificate of the Secretary of the board of directors.
For details, please refer to securities times, Securities Daily, Shanghai Securities News, China Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on resignation of deputy general manager and Secretary of the board of directors, appointment of deputy general manager and acting as secretary of the board of directors (Announcement No.: 2022025). The independent directors of the company have expressed their independent opinions on relevant matters. For details, please refer to cninfo.com, the designated information disclosure website of the company（ http://www.cn.info.com.cn. ）。
2. The meeting deliberated and adopted the proposal on the appointment of securities affairs representatives of the company with 8 affirmative votes, 0 negative votes and 0 abstention.
Through full consultation among the directors attending the meeting, it is unanimously agreed to appoint Mr. Wu Rensheng as the representative of the company’s Securities Affairs (see the appendix for resume), and the term of office starts from the date of deliberation and approval of the current board of directors to the date of expiration of the term of Office of the current board of directors.
For details, please refer to securities times, Securities Daily, Shanghai Securities News, China Securities News and cninfo.com on the same day（ http://www.cn.info.com.cn. ）Announcement on the appointment of securities affairs representative of the company (Announcement No.: 2022026).
3、 Documents for future reference
1. Resolutions of the 25th meeting of the seventh board of directors;
2. Independent opinions of independent directors on matters related to the 25th meeting of the seventh board of directors.
It is hereby announced.
Shenzhen Bauing Construction Holding Group Co.Ltd(002047) board of directors
March 15, 2022
Attachment: resume of senior management
Mr. Zhang Donghui, born in 1981, Chinese nationality, without overseas permanent residency, master’s degree, certified public accountant, member of the Communist Party of China. He once served as the financial director of Jinyang distribution company of Yangcheng Evening News Group, the accounting manager of Guangdong 21st Century Media Co., Ltd., the chief of financial management section of Rongjie Investment Holding Group Co., Ltd., the financial director of Guangzhou Xingye Culture Communication Co., Ltd., Huawen Media Group(000793) expatriate financial director, and the director and financial director of Guangdong ruiqide Investment Co., Ltd, Full time supervisor of the state owned assets supervision and Administration Commission of Zhuhai Municipal People’s government, director of Zhuhai Aviation City Development Group Co., Ltd., director and chief financial officer of Zhuhai Security Group Co., Ltd; He is currently a director of Shenzhen BAOYING Construction Group Co., Ltd.
As of the disclosure date of this announcement, Mr. Zhang Donghui does not hold shares of the company, has no relationship with shareholders holding more than 5% of the shares of the company, actual controllers, other directors, supervisors and senior managers of the company, and there are no following circumstances: (1) the company law of the people’s Republic of China stipulates that he shall not serve as directors, supervisors and senior managers; (2) The market entry prohibition measures taken by the CSRC not to serve as directors, supervisors and senior managers of listed companies have not expired; (3) Being publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies, and the term has not expired; (4) Have been punished by the CSRC and other relevant departments and disciplined by the stock exchange; (5) Being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations, and there is no clear conclusion; (6) Publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court; (7) Administrative penalty imposed by the CSRC within the last 36 months; (8) Being publicly condemned or criticized by the stock exchange for more than three times in the last 36 months; (9) Other circumstances recognized by the stock exchange. Resume of securities affairs representative
Mr. Wu Rensheng, born in 1972, Chinese nationality, without permanent residency abroad, with a bachelor’s degree. He once served as the marketing manager of Guangzhou Chenglin Water Treatment Engineering Co., Ltd., the securities affairs representative of Shenzhen Chenglin Sanitary Ware Co., Ltd., the director and Secretary of the board of directors of Shenzhen BAOYING Construction Group Co., Ltd., the securities affairs representative and general manager of the Securities Affairs Department of the company. Mr. Wu Rensheng has obtained the qualification certificate of secretary of the board of directors issued by Shenzhen Stock Exchange.
As of the disclosure date of this announcement, Mr. Wu Rensheng has not directly held the company’s shares, and has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company. There are no following circumstances: (1) he has been punished by the CSRC and other relevant departments and disciplined by the stock exchange; (2) Being placed on file for investigation by judicial organs for suspected crimes or being placed on file for investigation by CSRC for suspected violations of laws and regulations, and there is no clear conclusion; (3) Publicized by the CSRC on the public inquiry platform of illegal and dishonest information in the securities and futures market or included in the list of dishonest Executees by the people’s court; (4) Administrative penalty imposed by the CSRC within the last 36 months; (5) Being publicly condemned or criticized by the stock exchange for more than three times in the last 36 months; (6) Other circumstances recognized by the stock exchange.
