Securities code: 688265 securities abbreviation: Nanmo biology Announcement No.: 2022031 Shanghai Nanfang model Biotechnology Co., Ltd
Announcement on the election of chairman, members of special committees of the board of directors, chairman of the board of supervisors and the appointment of senior managers and securities affairs representatives
The board of directors and all directors of the company guarantee that there are no false records, misleading statements or major omissions in the contents of this announcement, and bear legal responsibility for the authenticity, accuracy and integrity of its contents according to law.
Shanghai Nanfang model Biotechnology Co., Ltd. (hereinafter referred to as “the company” or “Nanmo biotechnology”) held the first meeting of the third board of directors and the first meeting of the third board of supervisors on May 20, 2022, The proposal on the election of the chairman of the third board of directors, the proposal on the election of members of the special committees of the third board of directors, the proposal on the appointment of the general manager, the proposal on the appointment of the deputy general manager, the proposal on the appointment of the chief financial officer, the proposal on the appointment of the Secretary of the board of directors, the proposal on the appointment of securities affairs representatives and the proposal on the election of the chairman of the third board of supervisors were deliberated and adopted respectively, The details are hereby announced as follows:
1、 Elect the chairman of the third board of directors of the company
The members of the third board of directors of the company have been elected at the 2021 annual general meeting of shareholders. According to the company law, the articles of association and other relevant provisions, the board of directors of the company elects Mr. Fei Jian as the chairman of the third board of directors, and the term of office starts from the date of deliberation and approval at the first meeting of the third board of directors to the date of expiration of the term of office of the third board of directors. For the resume of Mr. Fei Jian, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on May 10, 2022 Announcement on the general election of the board of directors and the board of supervisors (Announcement No.: 2022022).
2、 Election of members of special committees of the third board of directors of the company
The members of the third board of directors of the company have been elected at the 2021 annual general meeting of shareholders. In accordance with the company law, the articles of association and other relevant provisions, the board of directors of the company elects the following members and chairmen of the special committees of the third board of directors:
1. Audit Committee: Ren Haizhi (Chairman), Fei Jian (member), Shan Feiyue (member)
2. Nomination Committee: Shao Zhengzhong (Chairman), Wang Mingjun (member), Shan Feiyue (member)
3. Remuneration and assessment committee: Shan Feiyue (Chairman), Wang Mingjun (member), Ren Haizhi (member)
4. Strategy Committee: Fei Jian (Chairman), Wang Mingjun (member), Shao Zhengzhong (member)
Among them, independent directors account for more than half of the audit committee, nomination committee and salary and assessment committee and serve as the chairman. Ms. Ren Haizhi, chairman of the audit committee, is an accounting professional.
The term of office of the members of each special committee of the third board of directors of the company starts from the date of deliberation and approval at the first meeting of the third board of directors to the date of expiration of the term of office of the third board of directors.
The resumes of the above personnel are detailed in the company’s website of Shanghai Stock Exchange (www.sse. Com. CN.) on May 10, 2022 Announcement on the general election of the board of directors and the board of supervisors (Announcement No.: 2022022).
3、 Elect the chairman of the third board of supervisors of the company
The members of the third board of supervisors of the company have been elected at the 2021 annual general meeting of shareholders and the employee congress of the company. In accordance with the company law, the articles of association and other relevant provisions, the board of supervisors of the company elected Mr. Yan Huimin as the chairman of the third board of supervisors. The term of office starts from the date of deliberation and approval at the first meeting of the third board of supervisors to the date of expiration of the term of office of the third board of supervisors.
For the resume of Mr. Yan Huimin, please refer to the website of Shanghai Stock Exchange (www.sse. Com. CN.) on May 10, 2022 Announcement on the general election of the board of directors and the board of supervisors (Announcement No.: 2022022).
4、 Appointment of senior managers of the company
The appointment of Mr. Liu Junxiao as the Secretary of the board of directors of the company has been approved by the board of directors of Shanghai Stock Exchange, and the appointment of Mr. Liu Junwen as the Secretary of the general manager of the company has been approved by the board of directors of Shanghai Stock Exchange, and Mr. Wang Kelin has been approved by the board of directors of Shanghai Stock Exchange, Meet the qualifications of the Secretary of the board of directors as stipulated in the company law and the Listing Rules of science and Innovation Board of Shanghai Stock Exchange.
The term of office of the above-mentioned senior managers starts from the date of deliberation and approval at the first meeting of the third board of directors to the date of expiration of the term of office of the third board of directors. The independent directors of the company have expressed their independent opinions on the appointment of the above senior managers by the board of directors.
Mr. Wang Mingjun’s resume is detailed in the company’s website of Shanghai Stock Exchange (www.sse. Com. CN.) on May 10, 2022 Announcement on the general election of the board of directors and the board of supervisors (Announcement No.: 2022022). Please see Annex 1 for the resumes of Mr. Sun Ruilin, Mr. Feng Dongxiao, Ms. Qiang Yiwei and Ms. Liu Wen.
5、 Appointment of securities affairs representative of the company
The board of directors of the company agreed to appoint Ms. sun Rui as the representative of the company’s securities affairs. The term of office starts from the date of deliberation and approval at the first meeting of the third board of directors to the date of expiration of the term of office of the third board of directors.
Ms. sun Rui has obtained the qualification certificate of the Secretary of the board of directors of the science and Innovation Board issued by Shanghai Stock Exchange, and her qualifications comply with the provisions of the company law, the Listing Rules of the science and Innovation Board of Shanghai Stock Exchange and other relevant laws and regulations. Please see attachment 2 for the resume of Ms. sun Rui.
6、 Contact information of secretary of the board of directors and securities affairs representative of the company
Contact address: floor 3, building 2, No. 178, Banxia Road, Pudong New Area, Shanghai
Tel: 02158120591
Fax: 02120791150
Post code: 201318
It is hereby announced.
Board of directors of Shanghai Nanfang model Biotechnology Co., Ltd
May 21, 2022
Annex 1: resume of senior management
1. Mr. Sun Ruilin: born in August 1980, Chinese nationality, without overseas permanent residency, doctoral degree and researcher title. From May 2010 to June 2016, he served as the director of model R & D Department of Shanghai Nanfang model Biotechnology Development Co., Ltd; From June 2016 to April 2017, he served as supervisor of Nanmo biology and director of model R & D department; From April 2017 to now, he has successively served as the manager and deputy general manager of Nanmo biological model R & D department; Since August 2017, he has been a supervisor of Shanghai Dishi Property Management Co., Ltd.
As of the disclosure date of this announcement, Mr. Sun Ruilin indirectly holds a total of 987000 shares (rounded) of the company through Shanghai Dishi Enterprise Management Consulting Co., Ltd. and Shanghai Puyu enterprise management consulting partnership (limited partnership), and has no relationship with other shareholders holding more than 5% shares and other directors, supervisors and senior managers of the company; There is no punishment by the CSRC and other relevant departments or the Shanghai Stock Exchange; The case is suspected of illegal investigation or not filed by the CSRC; He is not the person who has broken his promise; Qualifications that meet the requirements of relevant laws, administrative regulations, departmental rules and normative documents.
2. Mr. Feng Dongxiao: born in May 1970, Chinese nationality, permanent residency in the United States, doctor of molecular biology, postdoctoral fellow in human genetics at the University of California. From March 2001 to November 2002, he was a visiting scholar at the Institute of molecular medicine, Oxford University, UK; From December 2002 to November 2007, he conducted postdoctoral research at the Institute of human genetics, University of California, USA; From November 2007 to October 2010, he served as the manager and level II scientist of transgenic animal research office of Bristol Myers Squibb; From October 2010 to may 2017, he served as the director of biotechnology research department and new technology development cooperation department of R & D center of Shandong LVYE Pharmaceutical Co., Ltd; From June 2017 to October 2020, he served as the head of US West Coast business development in the International Cooperation Department of Shandong Qilu Pharmaceutical Co., Ltd; From October 2020 to August 2021, he served as vice president of International Business Development Department of Beijing Yuheng Biotechnology Co., Ltd; From September 2021 to March 2022, served as vice president of International Business Development Department of Ruishi biomedical Co., Ltd; From March 2022 to now, he has served as deputy general manager of Nanmo biology and CEO of Shanghai model organizations Center (USA) LLC, an American subsidiary.
As of the disclosure date of this announcement, Mr. Feng Dongxiao does not hold shares of the company, has no relationship with the controlling shareholder and actual controller of the company, shareholders holding more than 5% shares of the company and other directors, supervisors and senior managers, and has not been punished by the CSRC and other relevant departments or Shanghai Stock Exchange, Not suspected of committing a crime, being filed for investigation by the judicial organ or suspected of violating laws and regulations, being filed for inspection by the CSRC, not being a dishonest person, and meeting the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, etc.
3. Ms. Qiang Yiwei: born in February 1983, Chinese nationality, without permanent residency abroad, bachelor degree. From July 2001 to March 2003, he served as Canglang of Shanghai Xinya Fulihua catering Co., Ltd
Cashier of kiosk Distribution Department; From January 2004 to March 2006, he served as an accounting assistant of Shanghai Sante Electric Appliance Industry Co., Ltd; From March 2006 to April 2012, worked as the general ledger accountant of Shanghai Nick Knitted Garment Co., Ltd; From May 2012 to may 2014, he served as the financial manager of uniman (Shanghai) Trading Co., Ltd; From October 2014 to June 2016, he served as the financial manager of Shanghai Nanfang model Biotechnology Development Co., Ltd; From June 2016 to now, he has served as the financial director and chief financial officer of Nanmo biology.
As of the date of the announcement, Ms. Wei, the controlling shareholder and other related personnel of the company who hold more than 5% of the shares of the company have not been punished by the CSRC, and there is no disciplinary relationship with Ms. Wei, the controlling shareholder and other related personnel of the company who hold more than 5% of the shares of the company, Not suspected of committing a crime, being filed for investigation by the judicial organ or suspected of violating laws and regulations, being filed for inspection by the CSRC, not being a dishonest person, and meeting the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, etc.
4. Ms. Liu Wen: born in July 1990, Chinese nationality, without overseas permanent residency, master’s degree, certified public accountant. Senior manager of Bohai Securities Co., Ltd. from August 2016 to August 2020; From August 2020 to now, he has served as the Secretary of the board of directors of Nanmo biology.
As of the disclosure date of this announcement, Ms. Liu Wen does not hold shares of the company, has no relationship with the controlling shareholder and actual controller of the company, shareholders holding more than 5% shares of the company and other directors, supervisors and senior managers, and has not been punished by the CSRC and other relevant departments or Shanghai Stock Exchange, Not suspected of committing a crime, being filed for investigation by the judicial organ or suspected of violating laws and regulations, being filed for inspection by the CSRC, not being a dishonest person, and meeting the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, etc. Annex 2: resume of securities affairs representative:
Ms. sun Rui: born in August 1991, Chinese nationality, without permanent residency abroad, with a bachelor’s degree. From August 2014 to June 2016, served as the accountant of the financial department of the second traditional Chinese medicine factory of Harbin Pharmaceutical Group; From June 2016 to July 2020, served as the securities affairs specialist of Hpgc Renmintongtai Pharmaceutical Corporation(600829) board office; From July 2020 to October 2021, he served as the securities affairs specialist of Beijing Worldia Diamond Tools Co.Ltd(688028) board of directors office. From October 2021 to now, he has been the representative of Nanmo biological securities affairs. As of the disclosure date of this announcement, Ms. sun Rui does not hold shares of the company, has no relationship with the controlling shareholders and actual controllers of the company, shareholders holding more than 5% of the shares of the company, directors, supervisors and senior managers of the company, and has not been punished by China Securities Regulatory Commission and other relevant departments or Shanghai Stock Exchange, Not suspected of committing a crime, being filed for investigation by the judicial organ or suspected of violating laws and regulations, being filed for inspection by the CSRC, not being a dishonest person, and meeting the qualifications required by relevant laws, administrative regulations, departmental rules, normative documents, etc.
