Securities code: Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) securities abbreviation: Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) Announcement No.: 2022008 Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051)
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.
1、 Explanation on resignation of independent directors
Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) (hereinafter referred to as “the company”) the board of directors recently received a written resignation report from Mr. Wei Chuanjun and Mr. Liu Zhengyu, the independent directors of the company. Mr. Wei Chuanjun and Mr. Liu Zhengyu applied for resignation as independent directors of the company due to work arrangement and resigned from the special committees of the board of directors at the same time. The original term of office was from December 14, 2019 to the expiration of the second board of directors, After the resignation takes effect, he will not hold any position in the company. As the resignation of Mr. Wei Chuanjun and Mr. Liu Zhengyu will result in the number of independent directors on the board of directors being less than one-third of the total number of the board of directors, according to the company law, the rules for independent directors of listed companies, the articles of association and other relevant provisions, the resignation of Mr. Wei Chuanjun and Mr. Liu Zhengyu will take effect after the new independent directors elected by the general meeting of shareholders fill their vacancies. Before the by election of new independent directors, Mr. Wei Chuanjun and Mr. Liu Zhengyu will continue to perform the relevant duties of independent directors and members of the special committee of the board of directors in accordance with relevant laws and regulations and the articles of association.
As of the disclosure date of this announcement, Mr. Wei Chuanjun and Mr. Liu Zhengyu did not hold shares of the company, After resigning from the above positions, they will comply with the relevant requirements of relevant laws and regulations, such as several provisions on the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies, the rules for the management of shares held by directors, supervisors and senior managers of listed companies and their changes (revised in 2022), and the implementation rules for the reduction of shares held by shareholders, directors, supervisors and senior managers of listed companies of Shenzhen Stock Exchange.
During their tenure as independent directors of the company, Mr. Wei Chuanjun and Mr. Liu Zhengyu were diligent, independent and impartial, and made positive contributions to the standardized operation and healthy development of the company. For this, the board of directors of the company expresses heartfelt thanks! 2、 Explanation on by election of independent directors
At the 14th meeting of the second board of directors held on March 23, 2022, the company deliberated and adopted the proposal on by election of independent directors of the second board of directors. In order to ensure the smooth development of the work of the board of directors, the board of directors nominated Mr. Xipu and Mr. Feng Haitao as candidates for independent directors of the second board of directors, with a term of office from the date of deliberation and approval by the general meeting of shareholders to the expiration of the term of office of the second board of directors. Please see the attachment for the resumes of Mr. Ling Xipu and Mr. Feng Haitao.
As of the disclosure date of this announcement, Mr. Ling Xipu and Mr. Feng Haitao, candidates for independent directors, have obtained the qualification certificate of independent directors recognized by Shenzhen Stock Exchange. The qualifications and independence of independent director candidates Mr. Ling Xipu and Mr. Feng Haitao need to be filed and reviewed by Shenzhen Stock Exchange. After there is no objection, they shall be submitted to the general meeting of shareholders of the company for deliberation.
The independent directors of the company reviewed the above-mentioned proposals and expressed their agreed independent opinions.
3、 Documents for future reference
1. Written resignation reports of Mr. Wei Chuanjun and Mr. Liu Zhengyu;
2. Resolutions of the 14th meeting of the second board of directors;
3. Independent opinions of independent directors on matters related to the 14th meeting of the second board of directors.
It is hereby announced.
Shenzhen Xinhao Photoelectricity Technology Co.Ltd(301051) board of directors March 25, 2021
Attachment: resume of independent director candidates
Mr. Ling Xipu, Chinese nationality, without permanent residency abroad, was born in 1965 with a bachelor’s degree. From July 1988 to January 1996, he served as an engineer of Xi’an Huanghe Electronics Co., Ltd; From January 1996 to May 2009, he served as the operation director of Tyco Electronics (Dongguan) Co., Ltd; From May 2009 to August 2016, he served as the general manager of Dongguan Rixin Communication Technology Co., Ltd; General manager of Dongguan Rongyi Hesheng Venture Capital Management Co., Ltd. since August 2016; General manager of Guangdong Ruifeng Equity Investment Co., Ltd. since November 2018.
As of the date of disclosure of this announcement, Mr. Ling Xipu did not hold the company’s shares, had no relationship with the shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s voting shares, and had not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, There is no case of being filed for investigation by judicial organs for suspected crimes or being filed for inspection by CSRC for suspected violations of laws and regulations, and there is no clear conclusion. It meets the requirements for the appointment conditions and independence of independent directors as stipulated in the rules for independent directors of listed companies and the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, It has not been 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, and has obtained the qualification certificate of independent director recognized by Shenzhen Stock Exchange.
Mr. Feng Haitao, Chinese nationality, without permanent residency abroad, was born in 1976 with a postgraduate degree. From July 1998 to June 2002, he served as a civil servant of Bao’an branch of Shenzhen Public Security Bureau; From September 2003 to December 2004, he served as a lawyer in Shenzhen Branch of Beijing Jindu law firm; From January 2005 to December 2007, he served as a lawyer of Guangdong Baocheng law firm; From January 2008 to December 2009, he served as a lawyer of Beijing horizon (Shenzhen) law firm; From January 2010 to January 2020, he served as a partner of Guangdong Zhongxi law firm; From February 2020 to September 2021, served as the chairman and general manager of Shenzhen Xinzheng Asset Management Co., Ltd; From March 2022 to now, he has been the general manager of Shenzhen Yingren private equity fund Co., Ltd.
As of the disclosure date of this announcement, Mr. Feng Haitao does not hold the company’s shares, has no relationship with the shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s voting shares, and has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, There is no case of being filed for investigation by judicial organs for suspected crimes or being filed for inspection by CSRC for suspected violations of laws and regulations, and there is no clear conclusion. It meets the requirements for the appointment conditions and independence of independent directors as stipulated in the rules for independent directors of listed companies and the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM, It has not been 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, and has obtained the qualification certificate of independent director recognized by Shenzhen Stock Exchange.
