Securities code: Blue Sail Medical Co.Ltd(002382) securities abbreviation: Blue Sail Medical Co.Ltd(002382) Announcement No.: 2022023 bond Code: 128108 bond abbreviation: lanfan convertible bond
Blue Sail Medical Co.Ltd(002382)
Announcement on resignation of directors and senior managers, by election of directors, members of the audit committee of the board 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.
1、 Resignation of directors and senior managers
Blue Sail Medical Co.Ltd(002382) (hereinafter referred to as “the company”) the board of directors recently received a written resignation report submitted by Mr. Sun Chuanzhi. Mr. Sun Chuanzhi applied for resignation as a director of the Fifth Board of directors, member of the audit committee, vice president, chief financial officer and a position held in a subsidiary of the company for personal reasons. After his resignation, he will no longer hold any management position in the company and its subsidiaries.
According to the company law of the people’s Republic of China (hereinafter referred to as “the company law”), the Blue Sail Medical Co.Ltd(002382) articles of Association (hereinafter referred to as “the articles of association”) and other relevant provisions, Mr. Sun Chuanzhi’s resignation will not cause the number of members of the board of directors of the company to be lower than the legal minimum, and will not affect the production, operation and normal operation of the company. His resignation report will take effect from the date when it is delivered to the board of directors of the company.
As of the disclosure date of this announcement, Mr. sunchuanzhi held 1033000 shares of the company, accounting for 0.10% of the total share capital of the company. Mr. Sun Chuanzhi has promised not to reduce his shares in the company within 6 months from the date of completion of his increase in shares in the company. The above commitments have not been fulfilled and there has been no breach of commitments. After Mr. Sun Chuanzhi resigns, the company’s shares held by him will continue to be managed in strict accordance with the provisions of relevant laws, regulations and normative documents, such as the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies No. 1 – standardized operation of listed companies on the main board, and the self regulatory guidelines for listed companies No. 10 – management of share changes.
During his tenure as director, vice president and chief financial officer, Mr. Sun Chuanzhi was diligent and committed to improving the company’s financial control ability, preventing financial risks and safeguarding the rights and interests of the company and shareholders. The company and the board of directors expressed heartfelt thanks to Mr. Sun Chuanzhi for his contribution to the standardized operation and healthy development of the company!
2、 By election of non independent directors
In order to ensure the normal operation of the board of directors, the company held the 22nd Meeting of the 5th board of directors on April 12, 2022, deliberated and adopted the proposal on by election of non independent directors. The board of directors of the company agreed to nominate Mr. Yu Suhua (attached to the resume) as a non independent director of the 5th board of directors of the company, and his qualification has been reviewed by the nomination committee of the board of directors, The term of office starts from the date of adoption of the resolution of the general meeting of shareholders to the expiration of the term of office of the Fifth Board of directors of the company.
After Mr. Yu Suhua served as the board of directors of the company, the total number of directors who concurrently held the position of senior management of the company and directors held by employee representatives in the board of directors did not exceed one-half of the total number of directors of the company.
The independent directors of the company have expressed their independent opinions on this matter. For the full text, please refer to cninfo.com（ http://www.cn.info.com.cn. ）。
3、 By election of members of the audit committee of the board of directors
After Mr. Sun Chuanzhi left office, in order to ensure the normal operation of the audit committee of the board of directors, the company held the 22nd Meeting of the Fifth Board of directors on April 12, 2022, deliberated and adopted the proposal on by election of members of the audit committee of the Fifth Board of directors, and the directors of the company agreed to by elect Mr. Zhong Shuqiao (attached to the resume) as a member of the audit committee of the Fifth Board of directors, The term of office starts from the date of deliberation and approval of this board of directors to the expiration of the term of office of the Fifth Board of directors of the company. 4、 Appointment of senior managers
In order to ensure the normal operation of the company’s production and operation and improve the construction of the company’s operation and management team, combined with the talent needs of the company’s business development, the company held the 22nd Meeting of the Fifth Board of directors on April 12, 2022, deliberated and approved the proposal on the appointment of senior managers. The board of directors agreed to appoint Mr. Cui Yuntao as the company’s vice president and chief financial officer, Ms. Huang Jie, Mr. Zhang Mucun Mr. Zhang Yongchen is the vice president of the company. The qualifications of the above personnel (attached to the resume) have been reviewed by the nomination committee of the board of directors. The term of office starts from the date of deliberation and approval of the board of directors to the date of expiration of the term of office of the Fifth Board of directors of the company.
The independent directors of the company have expressed their independent opinions on the appointment of senior managers. See cninfo.com for the full text（ http://www.cn.info.com.cn. ）。
5、 Documents for future reference
1. Resolutions of the 22nd Meeting of the 5th board of directors;
2. Independent opinions of independent directors.
It is hereby announced.
Blue Sail Medical Co.Ltd(002382) board of directors
April 13, 2002 Annex:
Resume
Mr. Zhong Shuqiao, born in July 1985, Chinese nationality, without overseas residency, master of finance from Peking University. Once worked in the M & a business line of Citic Securities Company Limited(600030) Investment Banking Committee and the investment banking department of Morgan Stanley Huaxin Securities Co., Ltd., with the qualification of sponsor representative. At present, he is the director, President and Secretary of the board of directors of the company. He also serves as the chairman of lanfan surgical instruments Co., Ltd., the director of Zibo lanfan Investment Co., Ltd. and the director of CB cardio holdings II Limited.
Mr. Zhong Shuqiao holds 255000 shares of the company, accounting for 0.03% of the total share capital of the company. Except as a director of Zibo lanfan Investment Co., Ltd., the controlling shareholder of the company, he has no relationship with other shareholders holding more than 5% of the shares of the company, actual controllers of the company, other directors, supervisors and senior managers. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, after the company’s verification on the website of the Supreme People’s court, Mr. Zhong Shuqiao does not belong to the person subject to execution for dishonesty.
Mr. Yu Suhua, born in August 1981, Chinese nationality, without permanent residency abroad, bachelor and master of Mathematics Department of Oxford University and master of Finance Department of Imperial University of technology.
He is currently a director of the company, general manager of cardiovascular and cerebrovascular business division, CEO of Singapore biosensors International Group, Ltd., CEO of new valve technology AG, chairman and general manager of Shandong Jiwei Medical Products Co., Ltd., director of Suzhou Tongxin Medical Technology Co., Ltd., director of Nanjing wofuman Medical Technology Co., Ltd., director of CB cardio holdings II Limited Director of biosensors interactive technologies PTE. Ltd., director of biosensors Europe SA, etc. Before joining the company, he was the founding partner and chief investment officer of giant Investment Management Co., Ltd., vice president of Citic Securities Company Limited(600030) investment bank and senior investment manager of Merrill Lynch.
Mr. Yu Suhua does not hold shares of the company and has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers who hold more than 5% of the shares of the company. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, the company verified on the website of the Supreme People’s court that Mr. Yu Suhua did not belong to the person subject to execution for dishonesty.
Mr. Cui Yuntao, born in August 1978, Chinese nationality, without overseas residency, CPC member, senior accountant, MBA of Peking University. Former director and general manager of the financial management department of Peking University Founder Group Co., Ltd; Financial manager, director of financial analysis and director of financial management department of Peking University Medical Industry Group Co., Ltd; Good at financial analysis, budget management and investment and financing management, with group financial management experience and large-scale fund operation and management ability. He is currently the vice president and chief financial officer of the company.
Mr. Cui Yuntao does not hold the shares of the company and has no relationship with other shareholders holding more than 5% of the shares of the company, actual controllers of the company, other directors, supervisors and senior managers. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, after the company’s verification on the website of the Supreme People’s court, Mr. Cui Yuntao does not belong to the person subject to execution for dishonesty.
Ms. Huang Jie, born in December 1977, Chinese nationality, without overseas residency. Master of law from New York University and Bachelor of law from Shanghai Foreign Studies University. He is qualified as a lawyer in China and the United States. He once worked in Australia Telecom (China) Co., Ltd., UK Ouhua law firm, China Oriental Asset Management Company and Bank Of China Limited(601988) . He is currently the vice president and chief legal officer of the company, and also serves as a director of biosensors Japan Co., Ltd.
Ms. Huang Jie does not hold the shares of the company and has no relationship with other shareholders holding more than 5% of the shares of the company, actual controllers of the company, other directors, supervisors and senior managers. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, after the company’s verification on the website of the Supreme People’s court, Ms. Huang Jie is not a dishonest person.
Mr. Zhang Mucun, born in December 1969, Chinese nationality, without overseas residency, bachelor degree, CPC member and senior engineer. He once served as director of phthalic anhydride workshop of Shandong lanfan Chemical Co., Ltd., director of polycarbonate alcohol branch, general manager of production and operation and Blue Sail Medical Co.Ltd(002382) R & D director of Shandong Langhui Petrochemical Co., Ltd. Currently, he is the vice president of the company and the deputy general manager of the protection business department. He also serves as the executive director and general manager of Zibo lanfan protection products Co., Ltd., the executive director of Shandong lanfan Health Technology Co., Ltd. and the director of Shandong lanfan new materials Co., Ltd.
Mr. Zhang Mucun does not hold the company’s shares and has no relationship with other shareholders holding more than 5% of the company’s shares, actual controllers of the company, other directors, supervisors and senior managers. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, after the company’s verification on the website of the Supreme People’s court, Mr. Zhang Mucun does not belong to the person subject to execution for dishonesty.
Mr. Zhang Yongchen, born in September 1977, Chinese nationality, without permanent overseas residency, EMBA of Jilin University, master of Six Sigma Black Belt, member of the 12th Shandong Provincial Committee of the Chinese people’s Political Consultative Conference and executive director of Zibo Red Cross Society. He once served as the human resources director of Zibo lanfan plastic products Co., Ltd., the director of the quality department and workshop director of Shandong lanfan Plastic Co., Ltd., the director of Six Sigma office and assistant to the general manager, the general manager of lanfan new material operation, the director of strategic investment department, the general manager of China market operation and the deputy general manager of nursing business department. At present, he is the vice president of the company and general manager of the nursing business department. He also serves as the director of Wuhan bikele rescue products Co., Ltd., the executive director and general manager of Gaoge medical products (Hubei) Co., Ltd., the director of Lange Medical Technology (Hubei) Co., Ltd., and the director of Hubei Gaode emergency protective products Co., Ltd.
Mr. Zhang Yongchen holds 35350 shares of the company, accounting for 0.004% of the total share capital of the company. He has no relationship with other shareholders holding more than 5% of the shares of the company, actual controllers of the company, other directors, supervisors and senior managers. In the past three years, he has not been punished by the CSRC and other relevant departments or disciplined by the stock exchange, nor has he been placed on file for investigation by judicial organs for suspected crimes or by the CSRC for suspected violations of laws and regulations, nor has he been prohibited from entering the securities market by the CSRC, nor has he been prohibited from serving as a director, supervisor and senior manager of the company as stipulated in the company law and the articles of association. At the same time, after the company’s verification on the website of the Supreme People’s court, Mr. Zhang Yongchen does not belong to the person subject to execution for dishonesty.
