Securities code: Jiangxi Zhengbang Technology Co.Ltd(002157) securities abbreviation: Jiangxi Zhengbang Technology Co.Ltd(002157) Announcement No.: 2022080 bond Code: 112612 bond abbreviation: 17 Zhengbang 01
Bond Code: 128114 bond abbreviation: Zhengbang convertible bond
Jiangxi Zhengbang Technology Co.Ltd(002157)
Announcement on the early general election of the 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.
Jiangxi Zhengbang Technology Co.Ltd(002157) (hereinafter referred to as “the company”) the term of office of the sixth board of directors will expire on November 7, 2022. In order to ensure the normal operation of the company’s board of directors, the company plans to conduct a general election for the sixth board of directors in advance. In accordance with the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange, the self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board and other laws and regulations, normative documents and relevant provisions of the articles of association, the company held the 38th meeting of the sixth board of directors on May 20, 2022, The proposal on the early general election of the board of directors of the company was reviewed and approved, and the independent directors have expressed their independent opinions on the early general election of the board of directors.
The seventh board of directors of the company consists of 5 directors, including 3 non independent directors and 2 independent directors. After the qualification examination of the nomination committee of the board of directors, the board of directors of the company agreed to nominate Mr. Lin Feng, Li Zhixuan and Liu Daojun as candidates for non independent directors of the seventh board of directors of the company (see Annex for resume); Agree to nominate Mr. Cao Xiaoqiu and Ms. Yang Hui as candidates for independent directors of the seventh board of directors of the company (see Annex for resume).
If the early general election is deliberated and approved by the general meeting of shareholders, the total number of directors who concurrently serve as senior managers of the company among the candidates for directors of the seventh board of directors of the company shall not exceed half of the total number of directors of the company.
Independent director candidates Mr. Cao Xiaoqiu and Ms. Yang Hui have obtained the qualification certificate of independent director. Among them, Mr. Cao Xiaoqiu is an accounting professional.
According to the relevant provisions of the company law and the articles of association, the general election matters need to be submitted to the third extraordinary general meeting of shareholders of the company in 2022 for deliberation, and the cumulative voting system shall be adopted to vote on non independent director candidates and independent director candidates respectively. The term of office of the seventh board of directors of the company is three years, which takes effect from the date of deliberation and approval of the third extraordinary general meeting of shareholders in 2022.
The qualification and independence of independent director candidates shall be reviewed by Shenzhen Stock Exchange and submitted to the general meeting of shareholders of the company for deliberation. The general meeting of shareholders shall vote on non independent director candidates and independent director candidates item by item by cumulative voting system.
The company will publish the details of independent director candidates on the website of Shenzhen Stock Exchange (www.szse. CN) in accordance with the requirements of self regulatory guidelines for listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board Publicity. During the publicity period, if any unit or individual has any objection to the qualification and independence of independent director candidates, they can give feedback to Shenzhen Stock Exchange on the qualification of independent director candidates and the situation that may affect their independence through the channels provided by Shenzhen Stock Exchange.
In order to ensure the normal operation of the company’s board of directors, before the new board of directors takes office, the original directors will continue to earnestly perform their duties in accordance with laws, administrative regulations, departmental rules, normative documents and the articles of association.
Mr. Huang Xinjian, an independent director of the sixth board of directors of the company, will no longer serve as an independent director of the company after the new board of directors of the company is elected. The board of directors of the company sincerely thanks Mr. Huang Xinjian for his contribution to the company and the board of directors during his tenure!
It is hereby announced
Jiangxi Zhengbang Technology Co.Ltd(002157) board of directors
Attachment to resume of May 21, 2002:
Mr. Lin Feng: Chinese nationality, without permanent residency abroad, born in July 1986, with a graduate degree. From December 2008 to June 2011, he served as general manager of development strategy department and vice president of Zhengbang Group Co., Ltd; From June 2011 to March 2015, he has successively served as the assistant general manager of the company’s commercial pig business department, the deputy general manager of the breeding and construction business department and the general manager of the feed business department. He has been the general manager of the company since April 2015 and the chairman of the company since September 2020.
As of the disclosure date of this announcement, Mr. Lin Feng directly holds 1637673 shares of the company’s shares, has a father son relationship with Mr. Lin yinsun, the actual controller of the company, and has no relationship with other directors, supervisors, senior managers and more than 5% of other shareholders of the company. There are no circumstances specified in Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies; In the past three years, it has not received administrative punishment from the CSRC and other relevant departments or public condemnation or circular criticism from the stock exchange; There is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, nor is it a person subject to execution in breach of trust.
Mr. Li Zhixuan, Chinese nationality, without permanent residency abroad, was born in August 1985 and graduated from Jiangxi University of Finance and economics with a bachelor’s degree in financial management and finance. From March 2007 to now, he has successively served as the company’s financial manager, regional financial director, general manager of branches, general manager of business division and assistant to the company’s general manager.
As of the disclosure date of this announcement, Mr. Li Zhixuan holds 185000 shares of the company, and there is no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the shares of the company. There are no circumstances specified in Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies; In the past three years, it has not received administrative punishment from the CSRC and other relevant departments or public condemnation or circular criticism from the stock exchange; There is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, nor is it a person subject to execution in breach of trust.
Mr. liewkeneththowjin (Chinese Name: Liu Daojun): Canadian nationality, born in October 1972. He has successively served as chairman of Jiangxi Zhengbang Industrial Co., Ltd., chairman of Yunnan Guanglian livestock and poultry Co., Ltd. and chairman of Nanchang Guanglian Industrial Co., Ltd.
He has been a director of the company since April 2004.
As of the end of the reporting period, Mr. Liu Daojun held 169636419 shares of the company and had no relationship with the actual controller of the company, other shareholders of more than 5%, other directors, supervisors and senior managers. There are no circumstances specified in Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies; In the past three years, it has not received administrative punishment from the CSRC and other relevant departments or public condemnation or circular criticism from the stock exchange; There is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, nor is it a person subject to execution in breach of trust.
Mr. Cao Xiaoqiu: Chinese nationality, without permanent residency abroad, born in September 1961, Professor of accounting and doctor. Deputy Secretary General of Jiangxi accounting society, director of the accounting department of Nanchang University from July 1999 to July 2008, director of the planning and Finance Department of Nanchang University from July 2008 to March 2017, vice president of the school of economics and management of Nanchang University from March 2017 to may 2019, and chief accountant of the Second Affiliated Hospital of Nanchang University from May 2019 to December 2021. He has been an independent director of the company since January 13, 2022.
As of the disclosure date of this announcement, Mr. Cao Xiaoqiu does not hold shares of the company and has no relationship with shareholders holding more than 5% of the company, actual controllers of the company, other directors, supervisors and senior managers. There are no circumstances specified in Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies; In the past three years, it has not received administrative punishment from the CSRC and other relevant departments or public condemnation or circular criticism from the stock exchange; There is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, nor is it a person subject to execution in breach of trust.
Ms. Yang Hui: Chinese nationality, without permanent residency abroad, born in February 1964, professor and doctoral supervisor. From January 1990 to April 2021, he successively served as deputy director of the teaching and Research Office, vice president of business school, President of MBA school, director of post doctoral management office and President of International School of Jiangxi University of Finance and economics. From April 2021 to now, he has served as a teacher of business Administration School of Jiangxi University of Finance and economics. He has been the executive director of Jiangxi productivity society since 2001 and the executive director of China University Marketing Research Association since 2005. From August 2010 to February 2016, he served as an independent director of the company.
As of the disclosure date of this announcement, Ms. Yang Hui does not hold shares of the company and has no relationship with shareholders holding more than 5% of the company, actual controllers, other directors, supervisors and senior managers. There are no circumstances specified in Article 146 of the company law; Not prohibited from entering the securities market by the CSRC; Not publicly recognized by the stock exchange as unfit to serve as directors, supervisors and senior managers of listed companies; In the past three years, it has not received administrative punishment from the CSRC and other relevant departments or public condemnation or circular criticism from the stock exchange; There is no case that the judicial organ files a case for investigation due to suspected crime or the CSRC files a case for investigation due to suspected violation of laws and regulations, nor is it a person subject to execution in breach of trust.
