Guangdong Transtek Medical Electronics Co.Ltd(300562) 2022 announcement
Securities code: Guangdong Transtek Medical Electronics Co.Ltd(300562) securities abbreviation: Guangdong Transtek Medical Electronics Co.Ltd(300562) Announcement No.: 2022029 Guangdong Transtek Medical Electronics Co.Ltd(300562)
Announcement on election of directors and appointment of senior managers
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.
Guangdong Transtek Medical Electronics Co.Ltd(300562) (hereinafter referred to as “the company” and ” Guangdong Transtek Medical Electronics Co.Ltd(300562) “) deliberated and adopted the proposal on the appointment of general manager and the proposal on the election of non independent directors of the third board of directors at the 28th meeting of the third board of directors held on April 4, 2022. The specific situation is hereby announced as follows:
1、 Election of directors
In order to ensure the standardized operation of the company, further improve the corporate governance structure and improve the level of corporate governance, in accordance with the company law, the securities law, the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM and other laws and regulations, normative documents, the articles of association and other relevant provisions, the nomination committee of the third session of the board of directors of the company has reviewed the qualification Nominated at the 28th meeting of the third board of directors, the board of directors of the company hereby nominates Mr. Liang HuaQuan (see the attachment for resume) and Ms. Zhong Ling (see the attachment for resume) as candidates for non independent directors of the third board of directors of the company. The term of office starts from the date of deliberation and approval by the general meeting of shareholders of the company to the expiration of this board of directors. The election of non independent directors needs to be submitted to the general meeting of shareholders of the company for deliberation and voting by cumulative voting.
2、 Employment of senior managers
In accordance with the company law, securities law, Shenzhen Stock Exchange self regulatory guidelines for listed companies No. 2 – standardized operation of GEM listed companies and other laws and regulations, normative documents, articles of association and other relevant provisions, the nomination committee of the third board of directors and the 28th meeting of the third board of directors examined and approved, The board of directors of the company agreed to appoint Mr. Pan Weichao (see the appendix for resume) as the general manager of the company to be fully responsible for the daily business operation and management of the company. This appointment will take effect from the date when it is reviewed and approved by the board of directors. 3、 Opinions of independent directors
Guangdong Transtek Medical Electronics Co.Ltd(300562) 2022 announcement
1. Independent opinions on the appointment of general manager
After careful review, the independent directors agreed that the procedure for the appointment of the general manager of the company was legal and effective, in line with relevant laws and regulations and the relevant provisions of the articles of association. Mr. Pan Weichao, the new general manager, is qualified to serve as the general manager of a listed company. There are no circumstances in which he is not allowed to serve as a senior manager as stipulated in the company law, the rules for the listing of shares on the gem of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem, and the articles of association. Therefore, all independent directors of the company unanimously agreed on the appointment of the general manager.
2. Independent opinions on the election of non independent directors of the third board of directors
After careful review, the independent directors agreed that: according to the verification of the background information, personal resume and work performance of Mr. Liang HuaQuan and Ms. Zhong Ling, the above-mentioned personnel meet the qualifications of directors of listed companies, and there is no situation that they have been determined as market prohibitions by CSRC and have not been lifted, There are also no conditions that prohibit employment in the company law, the articles of association and the guidelines for self discipline supervision of listed companies on Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on GEM. The procedure of nominating Mr. Liang HuaQuan and Ms. Zhong Ling as candidates for non independent directors of the third board of directors is legal and effective, and does not damage the rights and interests of shareholders. Therefore, the independent directors unanimously agree to nominate Mr. Liang HuaQuan and Ms. Zhong Ling as candidates for non independent directors of the third board of directors of the company, and formally elect them as non independent directors of the third board of directors of the company after being deliberated and approved by the general meeting of shareholders of the company. Their term of office starts from the date of deliberation and approval by the general meeting of shareholders to the expiration of this board of directors.
It is hereby announced.
Guangdong Transtek Medical Electronics Co.Ltd(300562) board of directors
April 5, 2002
Guangdong Transtek Medical Electronics Co.Ltd(300562) 2022 announcement
Attachment: 1. Resume of Mr. Pan Weichao
Pan Weichao, male, born in 1973, Chinese nationality, without overseas permanent residency, EMBA of China Europe International Business School, once worked in Zhongshan Jianwei Electronics Co., Ltd. and Zhongshan shuerlang Electronics Co., Ltd. From July 2002 to October 2012, he successively served as general manager, executive director and chairman of Chuangyuan electronics. From November 2012 to February 2019, served as the chairman and general manager of the company; Since February 2019, he has served as the chairman of the company and is now the chairman and general manager of the company.
Up to now, Mr. Pan Weichao holds 80602574 shares of the company, accounting for 37.54%. He is the controlling shareholder and actual controller of the company; It has no relationship with shareholders holding more than 5% of the company and other directors, supervisors and senior managers of the company.
Mr. Pan Weichao is not prohibited from taking office in accordance with Article 146 of the company law, nor in accordance with Article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and has not been subject to administrative punishment by the CSRC, public condemnation and circular criticism by the Shenzhen Stock Exchange, Nor is there any case that Shenzhen Stock Exchange publicly determines that it is not suitable to serve as directors, supervisors and senior managers of listed companies; After inquiry, it is not a “dishonest executee” and meets the requirements of the company law and other relevant laws, regulations and normative documents. 2. Resume of Mr. Liang HuaQuan
Liang HuaQuan, male, born in 1981, Chinese nationality, without permanent residency abroad, master’s degree, certified public accountant, certified tax agent and lawyer. He once worked in Shenzhen Yuyang Technology Development Co., Ltd., China Aviation Technology Shenzhen Co., Ltd. and Shenzhen Stock Exchange. From July 2016 to June 2021, he served as the general manager of Shenzhen Xingong Enterprise Management Consulting Co., Ltd.
From July 2021 to now, he has served as the general manager of Zhengling management consulting (Shenzhen) Co., Ltd. At present, he is also an independent director of Shenzhen Sea Star Technology Co.Ltd(002137) , Ygsoft Inc(002063) , Changzhou Zhongying Science & Technology Co.Ltd(300936) , Zhuhai Winbase International Chemical Tank Terminal Co.Ltd(002492) , and Shenzhen Kukai Network Technology Co., Ltd. (non listed company).
Up to now, Mr. Liang HuaQuan does not hold shares of the company; There is no relationship with the controlling shareholder, actual controller, shareholders holding more than 5% of the company and other directors, supervisors and senior managers of the company.
Guangdong Transtek Medical Electronics Co.Ltd(300562) 2022 announcement
Mr. Liang HuaQuan is not prohibited from taking office in accordance with Article 146 of the company law, nor in accordance with Article 3.2.3 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 2 – standardized operation of GEM listed companies, and has not been subject to administrative punishment by the CSRC, public condemnation and circular criticism by the Shenzhen Stock Exchange, Nor is there any case that Shenzhen Stock Exchange publicly determines that it is not suitable to serve as directors, supervisors and senior managers of listed companies; After inquiry, it is not a “dishonest executee” and meets the requirements of the company law and other relevant laws, regulations and normative documents. 3. Resume of Ms. Zhong Ling
Zhong Ling, female, born in 1990, Chinese nationality, without permanent residency abroad, bachelor degree. Ms. Zhong Ling holds the qualification certificate of secretary of the board of directors issued by Shenzhen Stock Exchange and once served as the representative of Shenzhen Kingsun Science & Technology Co.Ltd(300235) securities affairs. From August 2018 to October 2021, he served as the securities affairs representative of the company, and since November 2021, he has served as the deputy general manager and Secretary of the board of directors of the company.
Up to now, Ms. Zhong Ling holds 21307 shares of the company, which is not related to the controlling shareholder, actual controller, shareholders holding more than 5% of the company and other directors, supervisors and senior managers of the company.
Ms. Zhong Ling is not prohibited from taking office in accordance with Article 146 of the company law, nor in accordance with Article 3.2.3 of the guidelines for self discipline and supervision of listed companies on the Shenzhen Stock Exchange No. 2 – standardized operation of companies listed on the gem, nor has she been subject to administrative punishment by the CSRC, nor has she been publicly condemned and criticized by the Shenzhen Stock Exchange, Nor is there any case that Shenzhen Stock Exchange publicly determines that it is not suitable to serve as directors, supervisors and senior managers of listed companies; After inquiry, it is not a “dishonest executee” and meets the requirements of the company law and other relevant laws, regulations and normative documents.
