Securities code: Xinjiang Beiken Energy Engineering Co.Ltd(002828) securities abbreviation: Xinjiang Beiken Energy Engineering Co.Ltd(002828) Announcement No.: 2022040 Xinjiang Beiken Energy Engineering Co.Ltd(002828)
Announcement of resolutions of the first meeting of the 5th 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.
1、 Meetings of the board of directors
Xinjiang Beiken Energy Engineering Co.Ltd(002828) (hereinafter referred to as “the company”) the notice of the first meeting of the Fifth Board of directors was sent to the directors of the company by mail and communication on May 16, 2022. With the consent of all directors, the meeting will be held in the company’s conference room at 15:40 p.m. on May 23, 2022 by means of on-site combined communication. There are 8 directors who should attend and 8 directors who actually attend. The meeting was presided over by Mr. Chen Dong, a director elected by more than half of the directors. The supervisors and senior managers of the company attended the meeting as nonvoting delegates. The notice, convening, convening and voting procedures of the meeting were in line with the provisions of the company law and the articles of association.
2、 Deliberations of the board meeting
1. The proposal on electing the chairman of the 5th board of directors of the company was deliberated and adopted
In view of the establishment of the Fifth Board of directors of the company, in accordance with the company law, 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 other laws, regulations and normative documents, as well as the relevant provisions of the articles of association, all directors unanimously elected Mr. Chen Dong as the chairman of the Fifth Board of directors of the company for a term of three years, which is consistent with the term of office of the Fifth Board of directors. See the attachment for the resume of Mr. Chen Dong.
Voting results: 8 in favor, 0 against and 0 abstention
2. The proposal on appointing honorary chairman of the 5th board of directors of the company was deliberated and adopted
Nominated by the chairman of the company, the board of directors agreed to appoint Mr. Chen Pinggui as the honorary chairman of the Fifth Board of directors of the company, with a term of office of three years, which is consistent with the term of office of the Fifth Board of directors. See the attachment for the resume of Mr. Chen Pinggui.
Voting results: 8 in favor, 0 against and 0 abstention
3. The proposal on the election of members of the special committee of the Fifth Board of directors of the company was deliberated and adopted
Upon nomination by the chairman of the company, all directors reviewed and unanimously approved the members and chairman of the strategy and Investment Committee, audit committee, remuneration and assessment committee and Nomination Committee of the 5th board of directors. The specific composition is as follows:
1) Candidates for the strategy and Investment Committee of the board of directors: Mr. Chen Dong, Mr. Yang Qingli, Mr. Li Yao and Mr. Wang Zhongjun, of which Mr. Chen Dong is the chairman;
2) Candidates for the audit committee of the board of directors: Ms. Liu Chunxiu, Ms. Jiang Li and Mr. Li Yao, of which Ms. Liu Chunxiu is the chairman;
3) Candidates for the remuneration and assessment committee of the board of directors: Mr. Yang Qingli, Mr. Yang Fan and Mr. Li Yao, of which Mr. Yang Qingli is the chairman;
4) Candidates for the nomination committee of the board of directors: Mr. Li Yao, Mr. Wu Yunyi and Mr. Yang Qingli, of which Mr. Li Yao is the chairman.
The term of office of the above personnel is three years, which is consistent with the term of office of the Fifth Board of directors. The resumes of the above personnel are detailed in the annex. Voting results: 8 in favor, 0 against and 0 abstention
4. The proposal on appointing the president of the company was reviewed and approved
Nominated by the chairman of the company and reviewed by the nomination committee of the board of directors, the board of directors agreed to appoint Mr. Chen Dong as the president of the company for a term of three years, which is consistent with the term of office of the current board of directors. See the attachment for the resume of Mr. Chen Dong.
The independent directors of the company expressed their independent opinions on the proposal.
Voting results: 8 in favor, 0 against and 0 abstention
5. The proposal on the appointment of senior managers of the company was deliberated and adopted
Mr. Deng Dongjun was appointed as the senior president and vice president of the board of directors, and the term of office was agreed by the board of directors. Mr. Wang Donghong was appointed as the vice president and vice president of the board of directors. The resumes of the above personnel are detailed in the annex.
The independent directors of the company expressed their independent opinions on the proposal.
Voting results: 8 in favor, 0 against and 0 abstention
6. The proposal on appointing the Secretary of the board of directors of the company was deliberated and adopted
Nominated by the chairman of the company and reviewed by the nomination committee of the board of directors, the board of directors agreed to appoint Ms. Jiang Li as the Secretary of the board of directors of the company for a term of three years, which is consistent with the term of office of the current board of directors. Before the meeting of the board of directors, Ms. Jiang Li’s qualification as secretary of the board of directors has been reviewed by Shenzhen stock exchange without objection. See the attachment for the resume of Ms. Jiang Li.
The independent directors of the company expressed their independent opinions on the proposal.
Voting results: 8 in favor, 0 against and 0 abstention
7. The proposal on the appointment of securities affairs representatives of the company was deliberated and adopted
Nominated by the chairman of the company and consulted with the directors, it is proposed to appoint Mr. Hao zhanlei as the securities affairs representative of the company to assist the Secretary of the board of directors in performing his duties. The term of office is three years, which is consistent with the term of office of the current board of directors. Before the meeting of the board of directors, Mr. Hao zhanlei has obtained the qualification certificate of secretary of the board of directors issued by Shenzhen Stock Exchange. See the attachment for the resume of Mr. Hao zhanlei.
Voting results: 8 in favor, 0 against and 0 abstention
8. The proposal on appointing the head of the company’s internal audit department was deliberated and adopted
Nominated by the audit committee of the board of directors and reviewed by the nomination committee of the board of directors, the board of directors agreed to appoint Mr. Xie Liang as the head of the internal audit department of the company, with a term of office of three years, which is consistent with the term of office of the current board of directors. See the attachment for the resume of Mr. Xie Liang.
Voting results: 8 in favor, 0 against and 0 abstention
9. The proposal on Amending the detailed rules for the implementation of special committees of the board of directors was deliberated and adopted
In accordance with the securities law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the governance of listed companies and other laws, regulations and normative documents, and in combination with the actual situation of the company, the company revised the implementation rules of the special committee of the board of directors. For details, see the implementation rules of the special committee of the board of directors disclosed on cninfo.com on the same day.
Voting results: 8 in favor, 0 against and 0 abstention
3、 Documents for future reference
1. Resolutions of the first meeting of the 5th board of directors of the company;
2. Independent opinions of independent directors on matters related to the first meeting of the Fifth Board of directors.
It is hereby announced.
Xinjiang Beiken Energy Engineering Co.Ltd(002828) board of directors
May 23, 2022
Chen Dong: male, born in November 1983, Chinese nationality, without overseas residency. In September 2008, he graduated from Renmin University of China with a master’s degree in economics.
From September 2008 to February 2011, served as the director of Human Resources Department of group headquarters of China Post Group Co., Ltd; From March 2011 to April 2018, served as the managing director (MD) in the field of energy / manufacturing investment of Kunwu Kunwu Jiuding Investment Holdings Co.Ltd(600053) Management Co., Ltd; From December 2018 to March 2022, he served as the chairman of Ningbo beiken Asset Management Co., Ltd; From March 2021 to now, served as the executive president of Xinjiang Beiken Energy Engineering Co.Ltd(002828) company; From May 2021 to now, he has served as secretary of Xinjiang Beiken Energy Engineering Co.Ltd(002828) board of directors.
As of the date of this announcement, Mr. Chen Dong does not hold shares of the company, has no relationship with the actual controller of the company, shareholders holding more than 5% of the company, other directors, supervisors and senior managers of the company, has not been punished by the CSRC and other relevant departments and the stock exchange, and does not have the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange The circumstances stipulated in the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange or the articles of association of the company that they are not allowed to serve as directors, supervisors and senior managers of listed companies. After inquiry, Mr. Chen Dong does not belong to the “dishonest executee”.
Chen Pinggui: male, born in July 1962, bachelor degree, Chinese nationality, no right of abode abroad. From June 1989 to August 1995, he served as deputy director, director and company manager of the laboratory of mud technical service company of drilling company of Xinjiang Petroleum Administration Bureau, and general manager of beiken industry from September 1995 to February 2010. He has been the chairman of Xinjiang Beiken Energy Engineering Co.Ltd(002828) since November 2009 and the president of Xinjiang Beiken Energy Engineering Co.Ltd(002828) since May 2013.
As of the date of this announcement, Mr. Chen Pinggui is the controlling shareholder and actual controller of the company, directly holding 32895000 shares of the company, accounting for 16.37%. Ms. Jiang Li, the director and Secretary of the board of directors of the company, is the sister-in-law of Mr. Chen Pinggui. In addition to the above relationship, Mr. Chen Pinggui has no relationship with other directors, supervisors, senior managers and other shareholders holding more than 5% of the shares of the company; Without the punishment of the CSRC and other relevant departments and the punishment of the stock exchange, there is no situation that the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange or the articles of association of the company shall not serve as directors, supervisors and senior managers of listed companies. Upon inquiry, Mr. Chen Pinggui does not belong to the “dishonest executee”.
Engineer. From March 1993 to January 1999, he was the manager of Hongda branch of talin Industrial Development Corporation; From January 1999 to February 2010, he served as deputy general manager of beiken industry; From November 2009 to November 2014, served as Xinjiang Beiken Energy Engineering Co.Ltd(002828) deputy general manager; From November 2014 to November 2015, he served as Xinjiang Beiken Energy Engineering Co.Ltd(002828) vice chairman; From November 2009 to now, he has served as Xinjiang Beiken Energy Engineering Co.Ltd(002828) director.
As of the date of this announcement, Mr. Wu Yunyi directly holds 6089000 shares of the company, accounting for 3.03%. He has no relationship with the actual controller of the company, shareholders holding more than 5% of the company, other directors, supervisors and senior managers of the company. He has not been punished by the CSRC and other relevant departments and the stock exchange, and there is no company law of the people’s Republic of China The circumstances stipulated in the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange or the articles of association of the company that they are not allowed to serve as directors, supervisors and senior managers of listed companies. After inquiry, Mr. Wu Yunyi does not belong to the “dishonest executee”.
Jiang Li: female, born in August 1975, Chinese nationality, without overseas residency. Bachelor degree, from November 2009 to December 2014, served as the director of Xinjiang Beiken Energy Engineering Co.Ltd(002828) finance department; From January 2015 to March 2017, served as assistant to Xinjiang Beiken Energy Engineering Co.Ltd(002828) general manager; From March 3, 2017 to now, served as Xinjiang Beiken Energy Engineering Co.Ltd(002828) chief financial officer.
As of the date of this announcement, Ms. Jiang Li directly holds 1456125 shares of the company, accounting for 0.72%. Ms. Jiang Li is the sister-in-law of Chen Pinggui, the controlling shareholder and actual controller of the company. She has no relationship with more than 5% of the shareholders, directors, supervisors and senior managers of other holding companies. She has not been punished by the CSRC and other relevant departments and the stock exchange, and there is no company law of the people’s Republic of China The circumstances stipulated in the Listing Rules of Shenzhen Stock Exchange, the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange or the articles of association of the company that they are not allowed to serve as directors, supervisors and senior managers of listed companies. After inquiry, Ms. Jiang Li does not belong to the “dishonest executee”.
Wang Zhongjun: male, born in October 1986, Chinese nationality, without overseas residency. In June 2009, he graduated from Changjiang University majoring in accounting. From January 2015 to January 2018, he served as the manager of Xinjiang Beiken Energy Engineering Co.Ltd(002828) financial management department; From February 2018 to November 2018, served as deputy general manager of Xinjiang Beiken Energy Engineering Co.Ltd(002828) international company; From December 2018 to now, he has served as assistant to Xinjiang Beiken Energy Engineering Co.Ltd(002828) president and general manager of international corporation.
As of the date of this announcement, Mr. Wang Zhongjun does not hold shares of the company, has no relationship with the actual controller of the company, shareholders holding more than 5% of the company, other directors, supervisors and senior managers of the company, has not been punished by China Securities Regulatory Commission and other relevant departments and the securities exchange, and does not have the company law of the people’s Republic of China, the stock listing rules of Shenzhen Stock Exchange The circumstances stipulated in the guidelines for the standardized operation of listed companies of Shenzhen Stock Exchange or the articles of association of the company that they are not allowed to serve as directors, supervisors and senior managers of listed companies. Upon inquiry, Mr. Wang Zhongjun does not belong to the “dishonest executee”.
Yang Fan: male, born in June 1981, Chinese nationality, without overseas residency. In June 2003, he graduated from China University of Geosciences (Beijing) with a bachelor’s degree in mechanical automation. From December 2003 to may 2011, he served as the manager of the technical department of Schramm’s representative office in China (obtained a master’s degree in geological engineering from China University of Geosciences (Beijing) in June 2010); From June 2011 to may 2014, served as deputy general manager of greck (Zhengzhou) coalbed methane Technical Service Co., Ltd; From June 2014 to December 2021, he served as the chairman and general manager of Beijing Zhongneng Wanqi Energy Technology Service Co., Ltd. (he received a doctorate in resource industry economics from China University of Geosciences (Beijing) in July 2020); From December 2021 to now, he has served as the general manager of Xinjiang Beiken Energy Engineering Co.Ltd(002828) Xinjiang company.
As of the date of this announcement, Mr. Yang Fan does not hold shares of the company, has no relationship with the actual controller of the company, shareholders holding more than 5% of the company, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other relevant departments
