Securities code: Guochuang Software Co.Ltd(300520) securities abbreviation: Guochuang Software Co.Ltd(300520) Announcement No.: 202220 Guochuang Software Co.Ltd(300520)
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.
The term of office of the third board of directors of Guochuang Software Co.Ltd(300520) (hereinafter referred to as "the company") has expired. In accordance with the company law, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of GEM listed companies and other laws, regulations and normative documents, as well as the relevant provisions of the articles of association, The company decided to conduct the general election of the board of directors in accordance with relevant legal procedures.
The company held the 29th meeting of the third board of directors on March 23, 2022, deliberated and adopted the proposal on the general election of the board of directors and the nomination of non independent director candidates of the Fourth Board of directors and the proposal on the general election of the board of directors and the nomination of independent director candidates of the Fourth Board of directors. The Fourth Board of directors of the company consists of 9 directors, including 3 independent directors. The board of directors of the company nominated Mr. Dong Yongdong, Mr. Shi Xingling, Mr. Cheng xianle, Mr. Li Fei, Mr. Chu Shisheng and Mr. Ji Jinlong as candidates for non independent directors of the Fourth Board of directors (see the annex for resume), and nominated Mr. Feng Hua, Mr. Li yaokuang and Mr. Xiao Chengwei as candidates for independent directors of the Fourth Board of directors (see the annex for resume).
The nomination committee of the third board of directors of the company has reviewed the qualifications of the above director candidates, and the independent directors of the third board of directors of the company have expressed their independent opinions. After the completion of this term change, the total number of the company's general manager or other senior managers in the Fourth Board of directors 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 members of the board of directors, which meets the requirements of relevant laws and regulations. The qualification and independence of independent director candidates shall be submitted to Shenzhen stock exchange for filing and review. Only after there is no objection can they be submitted to the general meeting of shareholders of the company for deliberation.
According to the relevant provisions of the company law and the articles of association, the above-mentioned director candidates need to be submitted to the general meeting of shareholders for deliberation, and the cumulative voting system is adopted to vote and elect non independent directors and independent directors respectively. The term of office of the directors of the Fourth Board of directors of the company shall be three years from the date of deliberation and approval by the general meeting of shareholders. In order to ensure the normal operation of the board of directors, before the new board of directors takes office, the directors of the third board of directors of the company will continue to faithfully and diligently perform their duties and responsibilities in accordance with laws, regulations, the articles of association and other relevant provisions.
Mr. Ying Yong, Mr. Xu Guangde and Mr. Qi Meibin, the directors of the third board of directors of the company, will no longer serve as directors of the company after the formal election of the Fourth Board of directors takes effect. The board of directors of the company expresses heartfelt thanks to Mr. Yong, Mr. Xu Guangde and Mr. Qi Meibin for their contributions to the company during their term of office!
It is hereby announced.
Guochuang Software Co.Ltd(300520) board of directors March 23, 2022
enclosure:
Resume of non independent director candidates
Mr. Dong Yongdong, Chinese nationality, without permanent residency abroad, was born in November 1958, with a graduate degree, senior engineer, leader of China's industry informatization, top ten economic figures in Anhui Province, deputy to the 13th National People's Congress of Anhui Province, President of Anhui Software Association and President of Listed Enterprises Association of Hefei high tech Zone. He has been engaged in the research and development of big data artificial intelligence for a long time. He is a senior expert in data intelligence. He always adheres to creating Shenzhen New Industries Biomedical Engineering Co.Ltd(300832) serving the country through science and technology, and has made contributions to the development of national digital economy. He has successively served as deputy general manager, general manager and chairman of the company. He is currently the Secretary of the Party committee, chairman and general manager of the company, the executive director of Hefei Guochuang Intelligent Technology Co., Ltd., the chairman of Guochuang Software Co.Ltd(300520) Xinneng Technology Co., Ltd., the chairman and general manager of Anhui Zhongke guochuanggao credible software Co., Ltd., the chairman of Anhui Guochuang Software Co.Ltd(300520) Software Technology Co., Ltd., the chairman of Anhui Guochuang Software Co.Ltd(300520) Huilian Transportation Technology Co., Ltd., and the chairman of Guochuang Software Co.Ltd(300520) Jixing (Wuhu) Technology Co., Ltd, Chairman of Anhui Guochuang Software Co.Ltd(300520) Smart Energy Co., Ltd., executive director and general manager of Guochuang Software Co.Ltd(300520) Zhilian (Hefei) Equity Investment Co., Ltd., director of Tianjin Guochuang Software Co.Ltd(300520) Huilian commercial factoring Co., Ltd., chairman of Anhui Huitong Internet Logistics Technology Co., Ltd., chairman of Anhui Guochuang Software Co.Ltd(300520) Zhixin Technology Co., Ltd., and director of Anhui Guochuang Software Co.Ltd(300520) Digital Technology Co., Ltd.
As of the date of this announcement, Mr. Dong Yongdong directly holds 12955978 shares of the company, accounting for 5.31% of the total share capital of the company; Holding 50.67% equity of Hefei Guochuang Intelligent Technology Co., Ltd., the controlling shareholder, indirectly holds the shares of the company and is one of the actual controllers of the company. In addition, Mr. Dong Yongdong has no relationship with other shareholders, directors, supervisors and senior managers holding more than 5% of the company's shares, and has not been punished by the CSRC and other relevant departments and the stock exchange. He is not subject to the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies on the Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem, nor is he a dishonest executee, Meet the requirements of the company law and other relevant laws, regulations and regulations. Mr. Shi Xingling, Chinese nationality, without permanent residency abroad, was born in November 1971, with a master's degree and a senior engineer. He has successively served as department manager, deputy general manager and director of the company. He is currently the director and deputy general manager of the company, the director and general manager of Guochuang Software Co.Ltd(300520) Hefei Intelligent Automobile Technology Co., Ltd., the director of Guochuang Software Co.Ltd(300520) Xinneng Technology Co., Ltd., the director of Guochuang Software Co.Ltd(300520) Jixing (Wuhu) Technology Co., Ltd., the deputy director of Anhui Guochuang Software Co.Ltd(300520) Smart Energy Co., Ltd., and the executive director of Guochuang Software Co.Ltd(300520) (Shanghai) Automobile Technology Co., Ltd.
As of the date of this announcement, Mr. Shi Xingling directly holds 4332187 shares of the company, accounting for 1.78% of the total share capital of the company; It holds 10.20% equity of Hefei Guochuang Intelligent Technology Co., Ltd. and 10.17% equity of Hefei guibo equity investment partnership (limited partnership), and is one of the actual controllers of the company. In addition, Mr. Shi Xingling has no relationship with other shareholders, directors, supervisors and senior managers holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, and has not been under the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies on the Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem, nor is he a dishonest executee, Meet the requirements of the company law and other relevant laws, regulations and regulations.
Mr. Cheng xianle, Chinese nationality, without permanent residency abroad, was born in March 1979, bachelor degree, information system project manager (Senior). He has successively served as the project manager, Department Manager, director and deputy general manager of the company's R & D center. At present, he is the director and deputy general manager of the company, the Guochuang Software Co.Ltd(300520) representative of Co., Ltd. and the director and general manager of Anhui Guochuang Software Co.Ltd(300520) Software Technology Co., Ltd.
As of the date of this announcement, Mr. Cheng xianle did not directly hold the shares of the company, but indirectly held the shares of the company by holding 3.85% of the equity of the controlling shareholder Hefei Guochuang Intelligent Technology Co., Ltd., and has no relationship with other shareholders holding more than 5% of the shares of the company, actual controllers, and other directors, supervisors and senior managers; Mr. Cheng xianle has not been punished by the China Securities Regulatory Commission and other relevant departments or the stock exchange. He does not have the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem. He is not a dishonest executee and meets the requirements of the company law and other relevant laws, regulations and regulations.
Mr. Li Fei, Chinese nationality, without permanent residency abroad, born in August 1982, has a master's degree, an outstanding Party member in Anhui Province, an advanced individual in Anhui labor competition, an expert of Anhui beacon Committee, an executive director of Anhui communication society, and a member of the Party committee of Hefei big data industry. He has successively served as software engineer, project manager, Department Manager, product director, deputy general manager and general manager of Suzhou Guochuang Software Co.Ltd(300520) Information Technology Co., Ltd., and deputy general manager and general manager of Guochuang Software Co.Ltd(300520) cloud Technology Co., Ltd. He is currently the Deputy Secretary of the Party committee and deputy general manager of the company, the executive director and general manager of Guochuang Software Co.Ltd(300520) cloud Technology Co., Ltd., the executive director and general manager of Suzhou Guochuang Software Co.Ltd(300520) Information Technology Co., Ltd. and the executive director of Guizhou Guochuang Software Co.Ltd(300520) Big Data Technology Co., Ltd.
As of the date of this announcement, Mr. Li Fei did not directly hold the company's shares, indirectly held the company's shares by holding 0.60% equity of the controlling shareholder Hefei Guochuang Intelligent Technology Co., Ltd., and had no relationship with other shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company's shares; Mr. Li Fei has not been punished by the China Securities Regulatory Commission and other relevant departments and the stock exchange. He is not under the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM. He is not a dishonest person and meets the requirements of the company law and other relevant laws, regulations and regulations.
Mr. Chu Shisheng, Chinese nationality, without permanent residency abroad, was born in October 1979, bachelor degree, Chinese certified public accountant and certified tax agent. Once worked in Rongcheng Certified Public Accountants (special general partnership) and Guoyuan Securities Company Limited(000728) . He is currently the deputy general manager and Secretary of the board of directors of the company, the director and general manager of Anhui Guochuang Software Co.Ltd(300520) Huilian Transportation Technology Co., Ltd., the director of Anhui Guochuang Software Co.Ltd(300520) Software Technology Co., Ltd., the chairman and general manager of Anhui Guochuang Software Co.Ltd(300520) Digital Technology Co., Ltd., the chairman of Tianjin Guochuang Software Co.Ltd(300520) Huilian transportation commercial factoring Co., Ltd., and the executive director of Anhui Guochuang Software Co.Ltd(300520) Huilian transportation supply chain management Co., Ltd, Executive director of Tianjin Guochuang Software Co.Ltd(300520) Huitong Intermodal Logistics Co., Ltd. and supervisor of Anhui Huitong Internet Logistics Technology Co., Ltd.
As of the date of this announcement, Mr. Chu Shisheng directly holds 2098454 shares of the company, accounting for 0.86% of the total share capital of the company, and has no relationship with shareholders, actual controllers, directors, supervisors and other senior managers holding more than 5% of the shares of the company; Mr. Chu Shisheng has not been punished by the China Securities Regulatory Commission and other relevant departments or the stock exchange. He does not have the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem. He is not a dishonest executee and meets the requirements of the company law and other relevant laws, regulations and regulations.
Born in December of 1959, Mr. Zeng won the second prize of the Chinese Academy of engineering and the third prize of the Chinese Academy of software technology, and he was born in China. Mr. Ji Jinlong once served as deputy director of Computer Department of University of science and technology of China and Minister of Development Department of Miura Co., Ltd. of Japan. Since 2017, he has served as the executive deputy general manager of Anhui zhongkeguo chuanggao trusted software Co., Ltd., the company's holding subsidiary, and led the research and development of the company's highly trusted software formal verification products. He is currently a director of the company and the executive deputy general manager of Anhui zhongkeguo chuanggao trusted software Co., Ltd.
As of the date of this announcement, Mr. Ji Jinlong does not hold shares of the company and has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the shares of the company; Mr. Ji Jinlong has not been punished by the CSRC and other relevant departments or the stock exchange. He does not have the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem. He is not a dishonest person and meets the requirements of the company law and other relevant laws, regulations and regulations.
Resume of independent director candidates
Mr. Feng Hua, Chinese nationality, born in November 1968, has a doctorate in economics and a postdoctoral degree in management. Now he is an independent director of the company, professor and doctoral supervisor of the school of economics and management of Beijing Jiaotong University, director of the Institute of service economy and emerging industries of Beijing Jiaotong University, leader of industrial economics of national key disciplines, external director of Beijing Infrastructure Investment Co., Ltd., and also executive director of China Society of economic thought history, executive director of China Soft Science Research Association, executive director of China Society of industrial economics Vice president of Beijing Institute of industrial economics and other academic positions. He presided over the major projects of the National Social Science Foundation and the national soft science plan, won the honorary title of "Baosteel excellent teacher award", was selected into the "financial talent pool" of the Ministry of Finance in 2020, and was rated as a famous teacher of colleges and universities in Beijing in 2021.
As of the date of this announcement, Mr. Feng Hua does not hold shares of the company and has no relationship with shareholders holding more than 5% of the company's shares, actual controllers, and other directors, supervisors and senior managers; Mr. Feng Hua has not been punished by the China Securities Regulatory Commission and other relevant departments and the stock exchange. He does not have the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on the gem. He is not a dishonest executee and meets the requirements of the company law and other relevant laws, regulations and regulations.
Mr. Li yaokuang, Chinese nationality, without overseas permanent residency, born in September 1967, doctor of management, non practicing member of China Institute of certified public accountants. At present, he is an independent director of the company, Professor of accounting department, doctoral supervisor and director of Venture Capital Research Institute of School of management of Hefei University of technology, and independent directors of Anhui Sanlian transportation Application Technology Co., Ltd., Anhui HuaSu Co., Ltd. (600935. SH), Chacha Food Company Limited(002557) ( Chacha Food Company Limited(002557) . SZ), Quantumctek Co.Ltd(688027) ( Quantumctek Co.Ltd(688027) . SH). In recent years, he has presided over more than 10 scientific research projects such as the National Natural Science Foundation and the National Social Science Foundation, published more than 30 papers and 2 monographs. He has won the title of excellent young and middle-aged backbone teacher in Anhui Province, Anhui teaching achievement award, Anhui Social Science Award and many other awards.
As of the date of this announcement, Mr. Li yaokuang does not hold shares of the company and has no relationship with shareholders holding more than 5% of the company's shares, actual controllers, and other directors, supervisors and senior managers; Mr. Li yaokuang has not been punished by the China Securities Regulatory Commission and other relevant departments or the stock exchange. He is not under the circumstances specified in article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 - standardized operation of companies listed on GEM, nor is he punished by the stock exchange
