Securities code: Beijing New Building Materials Public Limited Company(000786) securities abbreviation: Beijing New Building Materials Public Limited Company(000786) Announcement No.: 2022043 Beijing New Building Materials Public Limited Company(000786)
Announcement of resolutions of the first meeting of the seventh board of directors
The company and all members of the board of directors guarantee that the contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
1、 Meetings of the board of directors
Beijing New Building Materials Public Limited Company(000786) (hereinafter referred to as the company) the first meeting of the seventh board of directors was held in the afternoon of April 12, 2022 by means of on-site combined communication. The on-site meeting place was the conference room on the 6th floor of Building 2, Guohai Plaza, No. 17 Fuxing Road, Haidian District, Beijing. The meeting was actually attended on February 2029 by e-mail. The meeting was presided over by Mr. Yin Zibo, and the company's supervisors and senior executives attended the meeting as nonvoting delegates, which was in line with the provisions of relevant laws, regulations and normative documents.
2、 Deliberations of the board meeting
After deliberation, the meeting voted and adopted the following resolutions:
1、 The proposal on electing the chairman of the seventh board of directors of the company was deliberated and adopted
It is agreed to elect Mr. Yin Zibo as the chairman of the seventh board of directors of the company (see Annex for resume). The term of office is the same as that of the seventh board of directors and takes effect from the date of resolution of this meeting.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
2、 The proposal on electing the vice chairman of the seventh board of directors of the company was deliberated and adopted
It is agreed to elect Mr. Jia Tongchun as the vice chairman of the seventh board of directors of the company (see Annex for resume). The term of office is the same as that of the seventh board of directors and takes effect from the date of resolution of this meeting.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
3、 The proposal on the general election of special committees of the board of directors of the company was deliberated and adopted
The seventh board of directors of the company was elected at the 2021 annual general meeting of shareholders of the company. According to the articles of association and the working rules of each special committee, the members of each special committee of the seventh board of directors of the company are elected as follows: 1 Strategy Committee
Chairman: Yin Zibo members: Jia Tongchun, management, song Bolu, Zhang Kun
2. Board of Auditors
Chairman: Wang Jingda members: Li Xinzi, management
3. Nomination Committee
Chairman: Zhang Kun members: Wang Jingda, ye Yingchun
4. Salary and assessment committee
Chairman: Li Xinzi members: Zhang Kun, song Bolu
The term of office of the members of the above-mentioned special committees is consistent with that of the seventh board of directors, and shall take effect from the date of the resolution of this meeting.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
4、 The proposal on the appointment of the general manager of the company was deliberated and adopted
It is agreed to continue to appoint Mr. management as the general manager of the company (see Annex for resume). The term of office is the same as that of the seventh board of directors, which will take effect from the date of resolution of this meeting.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
5、 The proposal on the appointment of deputy general manager, Secretary of the board of directors, financial director and general counsel of the company was reviewed and approved
It is agreed to continue to appoint Ms. Shi Keping, Mr. Hao Xiaodong, Mr. Yang ZHENGBO, Mr. Wang Shuai and Mr. Ren Li as the deputy general manager of the company, Ms. Shi Keping as the Secretary of the board of directors (concurrently), Mr. Wang Shuai as the financial director (concurrently), and Mr. Fu Yang as the general legal counsel of the company (see the appendix for resume). The term of office is consistent with the term of office of the seventh board of directors and takes effect from the date of the resolution of this meeting.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
The independent directors of the company expressed independent opinions on the matters involved in the proposal on the appointment of the general manager of the company and the proposal on the appointment of the deputy general manager, the Secretary of the board of directors, the person in charge of Finance and the general legal adviser of the company. For details, the company published them on the website of Shenzhen Stock Exchange on April 13, 2022 (website: http://www.szse.cn. )And tide information website (website: http://www.cn.info.com.cn. )Independent opinions of independent directors on the appointment of senior managers of the company.
6、 The proposal on adjusting the internal management structure of the company was deliberated and adopted
It is agreed to adjust the internal management organization setting of the company. After the adjustment, the organization setting of the headquarters and the companies in the subordinate sectors are as follows:
1. The headquarters of the company includes: office, human resources department (Party Committee Organization Department), finance department, investment development department, operation management department, safety and environmental protection department, science and technology and digitization department, project management department, strategic marketing department, party masses work department, comprehensive office of Discipline Inspection Commission (Party committee patrol office), supervision and discipline enforcement office of Discipline Inspection Commission, audit department and legal compliance department (Securities Affairs Department).
2. The company consists of a number of Companies: Beijing New Building Materials Public Limited Company(000786) longpai company (management platform, non independently registered legal entity), Taishan gypsum Co., Ltd., mengpai New Material Co., Ltd., Beixin waterproof Co., Ltd., Beixin coating Co., Ltd., Beijing New Building Materials Public Limited Company(000786) international company (management platform, non independently registered legal entity), China building materials innovation and Technology Research Institute Co., Ltd., and China building materials Suzhou waterproof Research Institute Co., Ltd.
The proposal was adopted by 9 votes in favor, 0 against and 0 abstention.
7、 The proposal on the matters to be considered by the special committees of the board of directors was reviewed and passed. The proposal was adopted with 9 affirmative votes, 0 negative votes and 0 abstention. 3、 The resolution of the first meeting of the seventh board of directors is hereby announced.
Beijing New Building Materials Public Limited Company(000786) board of directors
April 12, 2022
enclosure:
Resume of chairman Yin zibo
Yin Zibo, male, born in December 1968. Mr. Yin has been the vice chairman of the company since January 2022; From November 2013 to February 2022, he served as the chairman of Ningxia Building Materials Group Co.Ltd(600449) (hereinafter referred to as Ningxia Building Materials Group Co.Ltd(600449) ); From March 1995 to November 2013, he successively served as the deputy factory director and factory director of the mining branch of Ningxia cement plant, the factory director, general manager assistant and director and deputy general manager of the enterprise management department of the mining branch of Ningxia horse racing cement (Group) Co., Ltd., the director and general manager of Ningxia horse racing industry Co., Ltd., the director of Ningxia Building Materials Group Co.Ltd(600449) Group Co., Ltd., the director and President of Ningxia Building Materials Group Co.Ltd(600449) Group Co., Ltd. Mr. Yin has won the "May Day Labor Medal" of Ningxia Hui Autonomous Region and the title of "national model worker in building materials industry". Mr. Yin obtained a master's degree in Business Administration from Northeast University of Finance and economics in 2003. He is a professor level senior engineer.
As of the disclosure date of this announcement, Mr. Yin Zibo did not hold shares of the company. There are no circumstances in which he is not allowed to serve as a director of the company in Article 146 of the company law of the people's Republic of China, there are no circumstances in which he is determined by the CSRC to be prohibited from entering the market and is still in the prohibition period, there are no circumstances in which he is publicly determined by the stock exchange that he is not suitable to serve as a director of a listed company, and he has not been punished and punished by the CSRC, the stock exchange and other relevant departments, There is no case of being publicly condemned or criticized by the stock exchange for more than three times in the last three years, and has not been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. It is not a dishonest executee announced by the CSRC and the supreme people's court, and meets the requirements of the company law of the people's Republic of China and other relevant laws, regulations and regulations.
Resume of Mr. Jia Tongchun, vice chairman
Jia Tongchun, male, born in February 1960. Mr. Jia has been a director of the company since January 2022; Chairman of Taishan gypsum Co., Ltd. since March 2020; Chairman and general manager of Taishan gypsum Co., Ltd. from February, 1999 to March, 2020; From 1981 to February 1999, he successively served as technician and technical section chief of Xinwen cement plant, technical section chief and deputy director of Tai'an Building Materials Bureau, general manager (Part-time) of Taishan Glass Fiber Co., Ltd. Mr. Jia has served as a deputy to the 15th and 16th National People's congresses of Tai'an City, and has won honors such as "the fifth excellent scientific and technological worker in Shandong", "the second top 100 figures in China's enterprise reform", "advanced individual in quality in Shandong Province", "excellent entrepreneur of national building materials system" and "the highest award of science and technology in Tai'an City in 2014". Mr. Jia obtained a postgraduate degree from Tianjin University of Finance and economics in 2000. He is a professor level senior engineer.
As of the disclosure date of this announcement, Mr. Jia Tongchun and his persons acting in concert held 86072976 shares of the company, accounting for 5.09% of the total share capital of the company. There are no circumstances in which he is not allowed to serve as a director of the company in Article 146 of the company law of the people's Republic of China, there are no circumstances in which he is determined by the CSRC to be prohibited from entering the market and is still in the prohibition period, there are no circumstances in which he is publicly determined by the stock exchange that he is not suitable to serve as a director of a listed company, and he has not been punished and punished by the CSRC, the stock exchange and other relevant departments, There is no case of being publicly condemned or criticized by the stock exchange for more than three times in the last three years, and has not been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. It is not a dishonest executee announced by the CSRC and the supreme people's court, and meets the requirements of the company law of the people's Republic of China and other relevant laws, regulations and regulations.
Resume of Mr. general manager management
Management, male, born in August 1977. Mr. Guan has been a director of the company since March 2022; General manager of the company since February 2022; Deputy general manager of the company from December 2015 to February 2022; Assistant General Manager of the company from December 2014 to October 2015; From March 2015 to October 2016, he concurrently served as the general manager of the company's integrated marketing department; From July 2000 to March 2015, he successively served as the staff of the company's marketing division, the manager of the channel management department of the marketing department, the assistant manager of the marketing department, the manager of the Sales Department of the gypsum board division, the sales director of the gypsum board division, the general manager of the north company, etc. Mr. Guan received a master's degree in Business Administration from Nankai University in 2009.
As of the disclosure date of this announcement, Mr. management did not hold shares of the company and did not work in the controlling shareholder or actual controller. It 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 is no circumstance in Article 146 of the company law of the people's Republic of China that the company is not allowed to serve as a senior manager of the company, there is no circumstance that the company is determined by the CSRC to be prohibited from entering the market and is still in the period of prohibition, there is no circumstance that the stock exchange publicly determines that it is not suitable to serve as a senior manager of a listed company, and has not been punished and punished by the CSRC, the stock exchange and other relevant departments, There is no case of being publicly condemned or criticized by the stock exchange for more than three times in the last three years, and has not been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. It is not a dishonest executee announced by the CSRC and the supreme people's court, and meets the requirements of the company law of the people's Republic of China and other relevant laws, regulations and regulations.
Resume of Ms. Shi Keping, deputy general manager and Secretary of the board of directors
Shi Keping, female, born in September 1976. Ms. Shi has been the deputy general manager of the company since December 2015; Secretary of the board of directors of the company since August 2012; General counsel of the company from May 2014 to December 2020; From May 2014 to October 2018, he concurrently served as the general manager of the company's securities legal department; He once served as senior manager and deputy general manager of the Secretary Bureau of the board of directors of China building materials. Ms. Shi received her MBA from Seattle City University in 2014.
Contact number of the Secretary of the board of directors: 01057868786, fax: 01057868866, email: [email protected]. 。
As of the disclosure date of this announcement, Ms. Shi Keping did not hold shares in the company and did not work in the controlling shareholder or actual controller. It 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 is no circumstance in Article 146 of the company law of the people's Republic of China that the company is not allowed to serve as a senior manager of the company, there is no circumstance that the company is determined by the CSRC to be prohibited from entering the market and is still in the period of prohibition, there is no circumstance that the stock exchange publicly determines that it is not suitable to serve as a senior manager of a listed company, and has not been punished and punished by the CSRC, the stock exchange and other relevant departments, There is no case of being publicly condemned or criticized by the stock exchange for more than three times in the last three years, and has not been filed for investigation by the judicial organ for suspected crimes or by the CSRC for suspected violations of laws and regulations. It is not a dishonest executee announced by the CSRC and the supreme people's court, and meets the requirements of the company law of the people's Republic of China and other relevant laws, regulations and regulations.
Resume of Mr. Hao Xiaodong, deputy general manager
Hao Xiaodong, male, born in December 1964. Mr. Hao has been the deputy general manager of the company since February 2022; Secretary of the Discipline Inspection Commission of the company from August 2016 to January 2022; Chairman of the labor union of the company from August 2016 to September 2020; From December 2017 to July 2021, concurrently served as the director of the discipline inspection and Supervision Office of the company; Assistant to the general manager of the company from July 2012 to October 2018; From October 2014 to October 2018, he concurrently served as the general manager of the company's operation management department; From August 1985 to October 2014, he successively served as the director of gypsum board factory in Beijing and the manager of production management department of gypsum board business department. Hao Xiansheng was born in 2007 and received a master's degree in Business Administration from the Open University of Asia (Macao).
As of the disclosure date of this announcement, Mr. Hao Xiaodong did not hold shares of the company and did not work in the controlling shareholder or actual controller. It 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. The people's Republic of China does not exist