Securities code: Tech-Bank Food Co.Ltd(002124) securities abbreviation: Tech-Bank Food Co.Ltd(002124) Announcement No.: 2022042
Announcement of resolutions of the first (Interim) meeting of the eighth 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.
Tech-Bank Food Co.Ltd(002124) (hereinafter referred to as "the company") held the 2021 annual general meeting of shareholders on May 18, 2022 to elect the members of the eighth board of directors. In order to ensure the cohesion and continuity of the work of the board of directors, the notice of the first meeting of the eighth board of directors was sent by telephone and orally on that day. The meeting was held in the conference room of the headquarters of Nanjing National Agricultural Innovation Park public innovation platform company, Jiangsu Province on May 18, 2022, The meeting shall be held in combination with on-site communication. There were 7 directors who should attend the meeting, 7 directors who actually attended the meeting, and the company's supervisors and senior managers attended the meeting as nonvoting delegates. The meeting was held in accordance with the relevant provisions of the company law and the articles of association. After unanimously elected by the directors attending the meeting, the meeting was presided over by Mr. Zhang Banghui, and the following proposals were considered and passed:
1、 The meeting deliberated and adopted the proposal on Exempting the notice time limit of the board meeting with 7 votes in favor, 0 against and 0 abstention;
According to the actual situation, with the consent of all directors, it is decided to waive the notice time limit of the first meeting of the eighth board of directors and hold the first meeting of the eighth board of directors on May 18, 2022.
2、 The meeting deliberated and adopted the proposal on the election of chairman of the board of directors with 7 votes in favor, 0 against and 0 abstention;
According to the company law, the articles of association and other relevant provisions, the 8th board of directors of the company unanimously elected Mr. Zhang Banghui as the chairman of the 8th board of directors after careful discussion. The term of office is three years from the date of deliberation and approval of the current board of directors to the expiration of the 8th board of directors of the company.
3、 The meeting deliberated and adopted the proposal on the composition of the special committee of the board of directors of the company with 7 votes in favor, 0 against and 0 abstention;
The meeting determined that the members of the special committees of the eighth board of directors are as follows:
1. Strategic Development Committee
Members: Mr. Zhang Banghui, Mr. Zhao Shouning and Mr. Chen Youan. Mr. Zhang Banghui is the convener.
2. Nomination Committee
Members: Mr. Chen Youan, Mr. Chen Liu and Mr. Sheng Yuhua. Mr. Chen Youan is the convener.
3. Audit Committee
Members: Mr. Chen Lianghua, Mr. Chen Liu, Mr. Xia minhai, and Mr. Chen Lianghua is the convener.
4. Remuneration and assessment committee
Members: Mr. Chen Liu, Mr. Chen Lianghua and Mr. Zhang Banghui. Mr. Chen Liu is the convener.
The term of office of the above members is three years, from the date of deliberation and approval of the current board of directors to the expiration of the eighth board of directors of the company.
4、 The meeting deliberated and adopted the proposal on the appointment of president with 7 votes in favor, 0 against and 0 abstention;
The 8th board of directors agreed to appoint Mr. Zhang Banghui as the president of the company. The term of office is three years from the date of deliberation and approval of the current board of directors to the expiration of the 8th board of directors. (see attachment for resume)
5、 The meeting deliberated and adopted the proposal on the appointment of vice president with 7 votes in favor, 0 against and 0 abstention;
According to the company law, the articles of association and other relevant provisions, upon the nomination of the chairman of the company and the deliberation of the board of directors, the meeting agreed to appoint Mr. Li Shuangbin, Mr. Zhu Yongsheng, Mr. Xia minhai and Ms. Zhang Xiangyun as the vice presidents of the company, with a term of office of three years from the date of deliberation and approval of the board of directors to the expiration of the eighth board of directors of the company. (see attachment for resume)
6、 The proposal on the appointment of the Secretary of the board of directors was deliberated and adopted by 7 votes in favor, 0 against and 0 abstention at the meeting;
In accordance with the company law, the articles of association and other relevant provisions, upon the nomination of the chairman of the company and the deliberation of the board of directors, the meeting agreed to appoint Ms. Zhang Xiangyun as the Secretary of the board of directors of the company, with a term of office of three years from the date of deliberation and approval of the board of directors to the expiration of the eighth board of directors of the company. (see attachment for resume)
Contact information of Zhang Xiangyun: Tel: 02558880026;
Email: [email protected].
7、 The meeting deliberated and adopted the proposal on the appointment of chief financial officer with 7 votes in favor, 0 against and 0 abstention;
According to the company law, the articles of association and other relevant provisions, upon the nomination of the chairman of the company and the deliberation of the board of directors, the meeting agreed to appoint Mr. Du Chao as the chief financial officer of the company, with a term of office of three years from the date of deliberation and approval of the board of directors to the expiration of the eighth board of directors of the company. (see attachment for resume)
8、 The meeting deliberated and adopted the proposal on the appointment of securities affairs representatives with 7 votes in favor, 0 against and 0 abstention;
According to the company law, the articles of association and other relevant provisions, upon the nomination of the chairman of the company and the deliberation of the board of directors, the meeting agreed to appoint Ms. Wang Xueyan as the representative of the company's securities affairs, with a term of office of three years from the date of deliberation and approval of the board of directors to the expiration of the eighth board of directors of the company. (see attachment for resume)
9、 The meeting deliberated and adopted the proposal on Amending Tech-Bank Food Co.Ltd(002124) detailed rules for the work of the audit committee of the board of directors and other systems by 7 votes in favor, 0 votes against and 0 abstentions
The meeting agreed to revise and improve the detailed rules for the work of the audit committee of Tech-Bank Food Co.Ltd(002124) board of directors and the detailed rules for the work of the nomination committee of Tech-Bank Food Co.Ltd(002124) board of directors in combination with the stock listing rules of Shenzhen Stock Exchange (revised in 2022), the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board (revised in 2022) and the actual situation of the company The working rules of the remuneration and assessment committee of Tech-Bank Food Co.Ltd(002124) board of directors and the working rules of the strategic development committee of Tech-Bank Food Co.Ltd(002124) board of directors.
The revised detailed rules for the work of the audit committee of Tech-Bank Food Co.Ltd(002124) board of directors, the detailed rules for the work of the nomination committee of Tech-Bank Food Co.Ltd(002124) board of directors, the detailed rules for the work of the remuneration and assessment committee of Tech-Bank Food Co.Ltd(002124) board of directors and the detailed rules for the work of the strategic development committee of Tech-Bank Food Co.Ltd(002124) board of directors were published on cninfo.com.cn. On May 19, 2022.
10、 The meeting deliberated and adopted the amendment to the commodity term with 7 votes in favor, 0 against and 0 abstention
Proposal on the hedging system of goods;
The revised commodity futures hedging system was published on cninfo.com.cn on May 19, 2022.
11、 The meeting deliberated and adopted the proposal on commodity futures hedging business plan in 2022 with 7 votes in favor, 0 against and 0 abstention.
The announcement on the hedging business plan of commodity futures in 2022 was published in the securities times, China Securities News, Shanghai Securities News, securities daily and cninfo (www.cn. Info. Com. CN) on May 19, 2022, Announcement No.: 2022044.
It is hereby announced.
Tech-Bank Food Co.Ltd(002124) board of directors may 19, 2002 attached: resume
Zhang Banghui: male, Chinese nationality, born in July 1963, graduate degree. He has successively served as research assistant of freshwater fishery research center of Chinese Academy of Fishery Sciences, deputy general manager of Wuxi Huashi animal nutrition and Health Products Co., Ltd., general manager of Yuyao tianbang, Tech-Bank Food Co.Ltd(002124) general manager, chairman, Tech-Bank Food Co.Ltd(002124) chairman of the board of supervisors, chairman and president of the company.
Mr. Zhang Banghui is the actual controller of the company and directly holds 401735485 shares of the company. There is no one of the circumstances stipulated in Article 146 of the company law, no administrative punishment by the CSRC, no public condemnation or criticism by the Shenzhen Stock Exchange, and no other circumstances determined by the Shenzhen stock exchange that it is not suitable to serve as a director of the company. The qualification meets the relevant provisions of the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and so on. According to the company's inquiry on the website of the Supreme People's court, he is not a dishonest person. Meet the employment conditions specified in the company law and other relevant laws, regulations and normative documents and the articles of association of the company.
Li Shuangbin: born in May 1971, male, graduate degree. He has successively served as the deputy general manager of Longwang animal husbandry company of Hubei grain, oil and food import and export company, the director of marketing service of Guangxi Yangxiang company, the general manager of Guangxi south China region of AGFI group, the general manager of Guangxi region of Han Shiwei food group, the executive vice president of Han Shiwei food group and the executive director of Shiji Biology (Nanjing) Co., Ltd., and is now the vice president of tianbang Food Co., Ltd.
As of the announcement date, Mr. Li Shuangbin did not hold the company's shares and had 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 one of the circumstances stipulated in Article 146 of the company law, no administrative punishment by the CSRC, no public condemnation or criticism by the Shenzhen Stock Exchange, and no other circumstances determined by the Shenzhen stock exchange that it is not suitable to serve as a director of the company. The qualification meets the relevant provisions of the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and so on. According to the company's inquiry on the website of the Supreme People's court, he is not a dishonest person. Meet the employment conditions specified in the company law and other relevant laws, regulations and normative documents and the articles of association of the company.
Xia minhai: male, born in August 1968, bachelor degree, accountant, senior economist. From April 1992 to April 2005, Yuyao Jiefeng air conditioning equipment Co., Ltd. successively served as the manager of the financial department and the chief financial officer of Jiefeng home furnishing Co., Ltd. Since joining Tech-Bank Food Co.Ltd(002124) , he has served as the chief financial officer, general manager of Ningbo Branch, chief financial officer and vice president of Guangdong tianbang feed Technology Co., Ltd., the chief operating officer of Chengdu tianbang Biological Products Co., Ltd., and the chief financial officer of Tech-Bank Food Co.Ltd(002124) since April 2005. Now he is the vice president of Tech-Bank Food Co.Ltd(002124) company.
As of the announcement date, Mr. Xia minhai holds 21000 shares of the company, and 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 one of the circumstances stipulated in Article 146 of the company law, no administrative punishment by the CSRC, no public condemnation or criticism by the Shenzhen Stock Exchange, and no other circumstances determined by the Shenzhen stock exchange that it is not suitable to serve as a director of the company. The qualification meets the relevant provisions of the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and so on. According to the company's inquiry on the website of the Supreme People's court, he is not a dishonest person. Meet the employment conditions specified in the company law and other relevant laws, regulations and normative documents and the articles of association of the company.
Zhu Yongsheng: born in September 1974, male, bachelor degree. From 2000 to August 2009, he successively served as sales manager, regional manager and general manager of sales center of Inner Mongolia Mengniu Dairy (Group) Co., Ltd., deputy general manager of Shandong Jinluo Meat Products Group Co., Ltd. from September 2009, vice president of Mengyang animal husbandry Co., Ltd. from August 2012, and director and general manager of Inner Mongolia Erdun Sheep Industry Co., Ltd. from 2021 to January 2022. Now he is the vice president of Tech-Bank Food Co.Ltd(002124) company.
As of the announcement date, Mr. Zhu Yongsheng did not hold the company's shares and had 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 one of the circumstances stipulated in Article 146 of the company law, no administrative punishment by the CSRC, no public condemnation or criticism by the Shenzhen Stock Exchange, and no other circumstances determined by the Shenzhen stock exchange that it is not suitable to serve as a director of the company. The qualification meets the relevant provisions of the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and so on. According to the company's inquiry on the website of the Supreme People's court, he is not a dishonest person. The company's articles of association, regulations and other relevant documents are in compliance with the provisions of the company law.
Zhang Xiangyun: born in December 1975, female, studied at Shanghai University of Finance and economics from 1993 to 2000 and obtained a master's degree in economics. Chinese certified public accountant. He has successively served as management accountant of Shanghai Siemens Mobile Communication Co., Ltd., financial manager of PIC China and financial director of Marini Fayat China. In 2015, he joined Tech-Bank Food Co.Ltd(002124) , and successively served as the general manager of the planning and Finance Department of the joint stock company, the chief financial officer of the subordinate breeding sector hanshiwei Food Group Co., Ltd., the general manager of financial analysis and the chief financial officer of the biological products division of the joint stock company, and the general manager of the securities development department of the joint stock company. Now he is Tech-Bank Food Co.Ltd(002124) vice president and Secretary of the board of directors.
As of the announcement date, Ms. Zhang Xiangyun did not hold shares of the company and had 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 one of the circumstances stipulated in Article 146 of the company law, no administrative punishment by the CSRC, no public condemnation or criticism by the Shenzhen Stock Exchange, and no other circumstances determined by the Shenzhen stock exchange that it is not suitable to serve as a director of the company. The qualification meets the relevant provisions of the company law, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 - standardized operation of listed companies on the main board, the articles of association and so on. According to the company's inquiry on the website of the Supreme People's court, he is not a dishonest person. Meet the employment conditions specified in the company law and other relevant laws, regulations and normative documents and the articles of association of the company.
Du Chao: male, born in June 1986, master's degree, certified public accountant. Served successively as assistant general manager, deputy general manager and general manager of Tech-Bank Food Co.Ltd(002124) planning and finance department.
As of the announcement date, Mr. Du Chao did not hold shares of the company and had no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the shares of the company. non-existent
