Securities code: 002329 securities abbreviation: Royal Group Co.Ltd(002329) Announcement No.: 2022 – 004 Royal Group Co.Ltd(002329)
Announcement of resolutions of the first meeting of the sixth 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、 Convening of board meeting
On January 18, 2022, Royal Group Co.Ltd(002329) (hereinafter referred to as “the company”) held the first meeting of the sixth board of directors in the form of on-site and communication voting. The notice and meeting materials of this meeting have been sent to all directors in writing or by fax on January 15, 2022. There are 9 directors who should vote at the meeting and 9 directors who actually vote. The meeting complies with the company law and other relevant laws, administrative regulations, departmental rules, normative documents and the articles of association.
2、 Deliberations of the board meeting
The meeting considered and adopted the following resolutions by open ballot:
(I) proposal on the election of chairman and vice chairman of the sixth board of directors of the company;
In view of the completion of the general election of the company’s board of directors, Mr. Huang Jiadi was unanimously elected as the chairman of the sixth board of directors and Mr. He Haiyan as the vice chairman of the sixth board of directors.
Voting results: 9 in favor, 0 against and 0 abstention.
(II) proposal on the election of members of each special committee of the sixth board of directors of the company;
In view of the completion of the general election of the board of directors of the company and in accordance with the relevant provisions on the composition of the members of the special committees of the board of directors, the composition of the members of the special committees of the sixth board of directors is proposed as follows:
1. Members of the strategy and Development Committee: Huang Jiadi, he Haiyan, Teng cuijin, Yang Hongjun, Wang Wanfang; Chairman: Huang Jiadi.
2. Members of the Audit Committee: Meng Lizhen, Liang Gove, Feng yebo, he Haiyan and Huang Junxiang; Chairman: Meng Lizhen.
3. Members of the nomination committee: Liang Gove, Meng Lizhen, Feng yebo, Huang Jiadi and he Haiyan; Chairman: Liang gove.
4. Members of the remuneration and assessment committee: Feng yebo, Meng Lizhen, Liang gofu, Huang Jiadi and he Haiyan; Chairman: Feng yebo.
Voting results: 9 in favor, 0 against and 0 abstention.
(III) proposal on the appointment of the president of the company;
Nominated by the nomination committee of the 6th board of directors, the board of directors plans to appoint Mr. Huang Jiadi as the president of the company. See the attachment for the resume of Mr. Huang Jiadi.
Voting results: 9 in favor, 0 against and 0 abstention.
(IV) proposal on the appointment of vice president and financial director of the company;
Nominated by Mr. Huang Jiadi, President of the company, the board of directors intends to appoint Mr. Wang Hefei, Ms. Teng cuijin, Mr. Yang Hongjun and Ms. Wang Wanfang as vice presidents of the company; Ms. Teng cuijin is the financial director of the company. The resumes of the above senior managers are detailed in the annex.
Voting results: 9 in favor, 0 against and 0 abstention.
(V) proposal on the appointment of the Secretary of the board of directors of the company;
Nominated by Mr. Huang Jiadi, chairman of the company, and approved by the qualification examination of Shenzhen Stock Exchange, the board of directors plans to appoint Ms. Wang Wanfang as the Secretary of the board of directors of the company. See the attachment for the resume and contact information of Ms. Wang Wanfang.
Voting results: 9 in favor, 0 against and 0 abstention.
(VI) proposal on the appointment of the company’s securities affairs representative;
In order to further strengthen the company’s information disclosure and securities affairs, the board of directors of the company plans to appoint Mr. Li Yuming as the company’s securities affairs representative to assist the Secretary of the board of directors in performing his duties. See the attachment for the resume and contact information of Mr. Li Yuming.
Voting results: 9 in favor, 0 against and 0 abstention.
(VII) proposal on appointing the person in charge of the Audit Department of the company.
Nominated by the audit committee of the 6th board of directors, the board of directors plans to continue to appoint Mr. Luo Jun as the head of the Audit Department of the company to be responsible for the internal audit of the company. See the attachment for the resume of Mr. Luo Jun.
Voting results: 9 in favor, 0 against and 0 abstention.
The independent directors have expressed their independent opinions on the appointment of the president and other senior managers of the company. See cninfo.com for details（ http://www.cn.info.com.cn. ）。
3、 Documents for future reference
Resolutions of the board of directors signed and sealed by the directors present at the meeting.
It is hereby announced.
Board of directors
January 19, 2002
enclosure:
1. Mr. Huang Jiadi, born in 1962, graduated from Guangxi University with a bachelor’s degree, has a master’s degree in EMBA of Changjiang business school, a doctor’s degree in DBA of Changjiang business school, and is a senior engineer. He has successively served as engineer of Guangxi architectural Comprehensive Design Institute, manager of Development Department of Shenzhen Shatoujiao Free Trade Zone Development Service Company, and executive director of Shenzhen shimaotong Industrial Development Co., Ltd. Currently, he is the chairman of the company, member of the Standing Committee of the 10th, 11th and 12th CPPCC Guangxi Committee, vice chairman of Guangxi Federation of industry and commerce, member of the Central Committee of China Democratic Construction Association, vice chairman of Guangxi Entrepreneur Association (Enterprise Federation), chairman of Guangxi Food Safety Association, chairman of Guangxi Dairy Association, chairman of Shanghai Guangxi chamber of Commerce, chairman of Guangxi Alumni Association of Changjiang business college, and part-time professor of Guangxi University. It has successively won the honorary titles of “leading soldier in revitalizing China’s dairy industry”, “outstanding contribution award for China’s glorious cause”, “national model worker in light industry”, “outstanding figure in China’s dairy industry in the 30 years of reform and opening up”, “meritorious figure in China’s dairy industry” and so on.
Mr. Huang Jiadi is the controlling shareholder and actual controller of the company. In addition to his father son relationship with Mr. Huang Junxiang, he has no relationship with other shareholders, actual controllers, other directors, supervisors and senior managers with more than 5% of the shares of the company, and holds 263023388 shares of the company. There are no circumstances listed in article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the qualification meets the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
2. Mr. Wang Hefei: born in 1976, bachelor degree. From May 2000 to August 2003 and from July 2007 to August 2009, he successively served as the manager of Qujing branch, Dali branch and Kunming Branch of Chengdu unified enterprise Food Co., Ltd., the person in charge of Guizhou Yibai region from September 2003 to June 2004, and the general manager of sales company of Yunnan Huangshi laisier Dairy Co., Ltd. from November 2012 to November 2018, From December 2019 to August 2021, he served as the general manager of Guangxi Huangshi Dairy Co., Ltd. and from September 2021 to now, he has served as the general manager of Huangshi Dairy Group Co., Ltd.
Mr. Wang Hefei has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers, does not hold the company’s shares, and does not have the circumstances listed in article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board, The qualification meets the relevant provisions of the company law, the Listing Rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
3. Ms. Teng cuijin, born in 1974, is an EMBA master of Guangxi University. She is an accountant, certified public accountant and international internal auditor. He once served as the project manager of Huayin accounting firm Guangxi branch and the chief financial officer of Guangxi Wharton International Hotel Co., Ltd., the chief financial officer, deputy general manager, general manager and chairman assistant of the company from January 2007 to may 2013, and the chief financial officer and deputy general manager of Guangxi Jiahua titanium Industry Co., Ltd. from June 2013 to may 2014, He served as the assistant to the chairman of the company from July 2014 to may 2020, the chief financial officer and Secretary of the board of directors of Huahong water group from June to December 2020, and the assistant to the chairman of the company from January 2021 to now.
Ms. Teng cuijin has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers, does not hold the company’s shares, and does not have the circumstances listed in article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of companies listed on the main board, The qualification meets the relevant provisions of the company law, the Listing Rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
4. Mr. Yang Hongjun, born in 1982, has a bachelor’s degree. From June 2004 to August 2009, he served as the deputy general manager of Zhejiang Lingke Network Technology Co., Ltd. from August 2009 to now, he has successively served as the general manager and chairman of Zhejiang perfect online network technology Co., Ltd. from June 2016 to now, he has served as the director of the company, and he has served as the vice president of the company since January 2019.
Mr. Yang Hongjun has no relationship with shareholders holding more than 5% of the company’s shares, actual controllers and other directors, supervisors and senior managers, and holds 1610000 shares of the company. There are no circumstances listed in article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the qualification meets the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
5. Ms. Wang Wanfang, born in 1980, has a postgraduate degree. He took office in the company in December 2002, served as the director of the administrative department of the company’s sales company from October 2003 to September 2005, served as the director of the company’s office from October 2005 to may 2011, served as the director of the office of the Secretary of the board of directors from June 2011 to October 2020, served as the company’s securities affairs representative from February 2012 to September 2020, and has been a director of the company since February 2014, He has been the Secretary of the board of directors of the company since January 2019.
Ms. Wang Wanfang has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, and holds 86100 shares of the company. There are no circumstances listed in article 3.2.2 of the guidelines for self discipline supervision of listed companies of Shenzhen Stock Exchange No. 1 – standardized operation of listed companies on the main board, and the qualification meets the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
Ms. Wang Wanfang’s contact information is as follows:
Tel.: 0771-3211086 Fax: 0771-3221828
mail box: [email protected].
Contact address: No. 65, Fengda Road, high tech Zone, Nanning, Guangxi
Postal Code: 530009
6. Mr. Li Yuming, born in 1988, has a bachelor’s degree and is an economist. He obtained the qualification certificate of secretary of the board of directors issued by Shenzhen Stock Exchange in September 2019. He served as a researcher of China International Futures Co., Ltd. from June 2010 to November 2013, deputy director of General Department of Guangzhou Zhongzhi Investment Consulting Co., Ltd. from February 2014 to February 2016, deputy general manager of Galaxy Biomedical Investment Co.Ltd(000806) strategic development department from November 2016 to February 2021, and investment manager of the company since June 2021.
Mr. Li Yuming has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, does not hold the company’s shares, and his qualification meets the relevant provisions of the company law, the stock listing rules of Shenzhen Stock Exchange and the articles of association. It does not belong to the “dishonest executee”.
Mr. Li Yuming’s contact information is as follows:
Tel.: 0771-3211086 Fax: 0771-3221828
mail box: [email protected].
Contact address: No. 65, Fengda Road, high tech Zone, Nanning, Guangxi
Postal Code: 530009
7. Mr. Luo Jun: born in 1972, bachelor degree, intermediate accountant and intermediate auditor. From September 1991 to September 1998, he worked in Guangxi Yishan nitrogen fertilizer plant, and from October 1998 to March 2018, he worked in Guangxi Fenglin Wood Industry Group Co.Ltd(601996) and successively served as the financial manager, Deputy financial manager of the group and manager of the internal audit department of his subsidiary. From May 2018 to now, he has been the head of the Audit Department of the company.
Mr. Luo Jun has no relationship with shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, does not hold the company’s shares, and his qualifications comply with the company law, the stock listing rules of Shenzhen Stock Exchange, the articles of association and other relevant provisions. It does not belong to the “dishonest executee”.
