Securities code: Beijing Kingsoft Office Software Inc(688111) securities abbreviation: Beijing Kingsoft Office Software Inc(688111) Announcement No.: 2022013 Beijing Kingsoft Office Software Inc(688111)
Announcement on the general election of the board of directors and the board of supervisors
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and completeness of its contents.
According to the regulations of the people’s Republic of China on the election of the board of directors and the articles of association of the company (hereinafter referred to as the “board of directors”) and the relevant laws and regulations of the people’s Republic of China on the upcoming expiration of the second session of the board of directors and the regulations of the people’s Republic of China on the stock exchange, the following work shall be carried out:
1、 General election of the board of directors
On March 23, 2022, the company held the 22nd Meeting of the second board of directors, deliberated and approved the proposal on nominating candidates for non independent directors of the third board of directors and the proposal on nominating candidates for independent directors of the third board of directors of the company.
After the review of the qualifications of the candidates for the third session of the board of directors by the nomination committee of the board of directors, the board of directors agreed to nominate 6 candidates for non independent directors of the third session of the board of directors of the company (see Annex for resume). The board of directors nominated three independent director candidates for the third session of the board of directors (see the annex for resume). Independent director candidate Ma Yide has obtained the qualification certificate of independent director; Independent directors Fang Aizhi and Wang Yuhua promised to participate in the latest batch of independent director qualification training; Among them, Wang Yuhua is an accounting professional.
The independent directors of the second session of the board of directors of the company expressed independent opinions unanimously on the above matters. For details, see the independent opinions of independent directors on matters related to the 22nd Meeting of the second session of the board of directors disclosed by the company on the same day.
According to relevant regulations, the candidates for independent directors of the company shall be reviewed by Shanghai Stock Exchange and submitted to the general meeting of shareholders for deliberation only after there is no objection. Among them, the election of non independent directors and independent directors will be conducted in the form of cumulative voting system. The term of office of the directors of the third board of directors of the company shall be three years from the date of deliberation and approval by the 2021 annual general meeting of shareholders.
2、 General election of the board of supervisors
On March 23, 2022, the company held the 19th meeting of the second session of the board of supervisors, deliberated and approved the proposal on nominating candidates for non employee representative supervisors of the third session of the board of supervisors, agreed to nominate Bloomberg and Li Yi as candidates for non employee representative supervisors of the third session of the board of supervisors (see Annex for resume), and submitted them to the general meeting of shareholders of the company for election in the form of cumulative voting system. The above-mentioned shareholders’ representative supervisors and an employee representative supervisor elected by the employee congress of the company will jointly form the third board of supervisors of the company. The supervisors of the third board of supervisors of the company shall take effect from the date of deliberation and approval of the 2021 annual general meeting of shareholders of the company, and the term of office shall be three years.
3、 Other information
The qualifications of the above candidates for directors and supervisors meet the requirements of relevant laws, administrative regulations and normative documents on the qualifications of directors and supervisors, and there is no situation that they are not allowed to serve as directors and supervisors of the company as stipulated in the company law and the articles of association. The above-mentioned candidates for directors and supervisors have not been subject to administrative punishment by the China Securities Regulatory Commission or punishment by the exchange, and there are no other circumstances that Shanghai stock exchange determines that they are not suitable to serve as directors and supervisors of listed companies. In addition, the educational background and work experience of the candidates for independent directors are competent for the responsibilities of independent directors, and meet the relevant requirements on the qualification and independence of independent directors such as the rules for independent directors of listed companies and the working system of independent directors.
The members of the second board of directors and the second board of supervisors of the company have been diligent during their tenure and played a positive role in promoting the standardized operation and sustainable development of the company. The company expresses its heartfelt thanks to all directors and supervisors for their contributions to the development of the company during their tenure!
It is hereby announced.
Beijing Kingsoft Office Software Inc(688111) board of directors March 24, 2022 attachment: resume of non independent director candidates: 1. Mr. Lei Jun, Chinese nationality, without permanent residency abroad, born in December 1969, with a bachelor’s degree. Mr. Lei Jun has been employed by Jinshan software since 1992 and plays an important role in developing and expanding the business operation of Jinshan software; He has been the CEO of Jinshan software since 1998. He resigned as CEO, CTO and president in December 2007 and was transferred from executive director to non-executive director in August 2008. He was appointed chairman of the board of directors of Jinshan software on July 5, 2011. Meanwhile, Mr. Lei Jun has served as chairman and CEO of Xiaomi since 2010. At present, Mr. Lei Jun is the honorary chairman and director of the company. 2. Qiu Bojun, Mr. Qiu Bojun, born in November 1964 in Hong Kong, China, has a bachelor’s degree. Mr. Qiu Bojun founded Jinshan software and developed WPS 1.0 in 1988. Mr. Qiu Bojun served as the acting CEO of Jinshan software in 2007 and the CEO of Jinshan software since 2008. He resigned in 2011 and was transferred from the executive director of Jinshan software to a non-executive director. Mr. Qiu is also a director of several subsidiaries of Jinshan software. At present, Mr. Qiu Bojun is a director of the company. 3. Mr. Zou Tao, Chinese nationality, without permanent residency abroad, was born in April 1975 with a bachelor’s degree. Mr. Zou Tao has worked in Jinshan software since 1998, responsible for developing Jinshan Ciba products, and later responsible for entertainment software business. He has successively served as senior vice president, executive director, CEO and CEO of Jinshan software. Mr. Zou Tao is currently the executive director and CEO of Kingsoft (HK. 3888). He also serves as a director of Xishanju, a director of cheetah mobile (NYSE: CMCM) and a director of Kingsoft cloud (NASDAQ: KC). Since February 2017, he has served as Beijing Kingsoft Office Software Inc(688111) director and vice chairman, and is currently the chairman of the company. 4. Liu Wei
Mr. Liu Wei, Chinese nationality, without permanent residency abroad, was born in August 1976 and graduated from China University of mining and technology with a bachelor’s degree in economics. Mr. Liu Wei joined Jinshan software in 2000 and successively served as project manager, director of human resources and vice president of Xishanju human resources. He served as assistant president of Jinshan Software Group in 2012 and was promoted to vice president and chairman assistant of Jinshan Software Group in 2013. Since 2016, he has served as senior vice president and special assistant to the chairman of Jinshan software.
At present, Mr. Liu Wei is a director of the company. 5. Ge Ke, Mr. Ge Ke, Chinese nationality, without permanent residency abroad, was born in April 1973 with a bachelor’s degree. Mr. Ge Ke worked in founder Information System Engineering Co., Ltd. from 1995 to 1999; From 2001 to 2003, served as vice president of Jinshan software and general manager of WPS division; Concurrently serve as the financial director and Secretary of Jinshan software; Be fully responsible for the internal operation of Jinshan software, and be in charge of the finance department, securities department and supply chain management department; From 2003 to 2006, served as vice president of Jinshan software and general manager of OAG office software and e-government business group; From 2007 to 2008, he served as senior vice president of Jinshan software and general manager of software division; Comprehensively manage the overall operation of WPS, drug bully and Kingsoft Ciba. From 2009 to March 2021, he successively served as senior vice president of Kingsoft, chairman and general manager of the company and Zhuhai Beijing Kingsoft Office Software Inc(688111) executive director and manager, and comprehensively manage the domestic and foreign business of office software, Kingsoft Ciba and the overall operation of transformation to mobile Internet. At present, Mr. Ge Ke holds the position of director of the company. 6. Mr. Zhang Qingyuan, Chinese nationality, without permanent residency abroad, was born in August 1977 with a bachelor’s degree. From 1998 to 2000, Mr. Zhang Qingyuan served as the project manager of Shanghai urban information geography research center; He has worked in Jinshan software since 2000, engaged in the research and development of WPS, successively served as the technical director of Jinshan software WPS division, Zhuhai Beijing Kingsoft Office Software Inc(688111) senior vice president and chief technical officer. At present, Mr. Zhang Qingyuan is the director and general manager of the company and the Zhuhai Beijing Kingsoft Office Software Inc(688111) chief operating officer.
Resume of independent director candidates: 1. Mr. Ma Yide, Chinese nationality, without overseas permanent residency, born in 1967, doctor and postdoctoral. Mr. Ma Yide is currently a researcher of Beijing Academy of Social Sciences, a second-class professor of Zhongnan University of economics and law, a distinguished professor of Wen Lan, a distinguished professor of Chutian scholars in Hubei Province, a representative of the 13th National People’s Congress, vice president of China Intellectual Property Law Research Association, a special supervisor of the Supreme People’s court, an arbitrator of China International Economic and Trade Arbitration Commission, and the first chief expert of the central Marxist theoretical research and construction project, Expert of discipline planning review group of NSFC, Professor of Intellectual Property School of Renmin University of China, adjunct professor of higher Research Institute of Social Sciences of Fudan University, member of intellectual property Academic Committee of Nanjing University of technology, Beijing Centergate Technologies (Holding) Co.Ltd(000931) president of Intellectual Property Strategy Research Institute, member of expert database of State Intellectual Property Office, member of Beijing CPPCC and deputy director of science and Technology Committee, Deputy director (temporary post) of Beijing state owned cultural assets supervision and administration office. Since 2018, Mr. Ma Yide has also served as an independent director of the listed company Cmst Development Co.Ltd(600787) (sh. Cmst Development Co.Ltd(600787) ). 2. Ms. Fang Aizhi, born in October 1982 in Hong Kong, China, graduated from Columbia University and obtained a master’s degree in Business Administration from Stanford University. From 2004 to 2008, Ms. Fang Aizhi worked in JPMorgan Chase, time China and Ge China from 2010 to 2011, responsible for the business development and merger and acquisition of Ge China. Since 2011, he has worked in Zhenge fund as founding partner and CEO. 3. Mr. Wang Yuhua, Chinese nationality, without overseas permanent residency, born in January 1984, has a bachelor’s degree, Chinese certified tax agent, cgma global Chartered Management Accountant, senior membership of Cima Royal Chartered Management Accountant Association and qualification of secretary of the board of directors of Shanghai Stock Exchange. Mr. Wang Yuhua has rich experience in financial management. He worked at PricewaterhouseCoopers from 2006 to 2013, senior financial manager of Huawei Technology Co., Ltd. from 2013 to 2014, vice president of finance of Beijing Xiaomi Mobile Software Co., Ltd. from 2017 to 2021, and chief financial officer of Beijing youzhixing Technology Co., Ltd. since 2021. Resume of supervisor candidates: 1. Ms. Bloomberg, Chinese nationality, without overseas permanent residency, born in December 1979, with a bachelor’s degree. He has worked in Jinshan software since 2004. At present, he is the assistant president and legal director of Jinshan software. From July 2016 to now, he has served as the supervisor of the company. 2. Ms. Li Yi, Chinese nationality, has no permanent right of residence abroad. She received a postgraduate degree in October 1978 and joined the Finance Department of Jinshan Software Group in 2007. At present, she is the chief financial officer of Jinshan Group.
