Securities code: 002587 securities abbreviation: Shenzhen Aoto Electronics Co.Ltd(002587) Announcement No.: 2022-008 Shenzhen Aoto Electronics Co.Ltd(002587)
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 contents of the announcement are true, accurate and complete without false records, misleading statements or major omissions.
On January 24, 2022, Shenzhen Aoto Electronics Co.Ltd(002587) (hereinafter referred to as "the company") held its first meeting of the 5th board of directors in the company conference room, 9 / F, United headquarters building, high tech Zone, No. 63 Xuefu Road, Nanshan District, Shenzhen. The notice of the meeting was delivered to all directors on January 24, 2022. The meeting was held in the form of on-site combined with communication. There were 7 directors and 7 actual directors, which was in line with the company law of the people's Republic of China and other laws, administrative regulations, normative documents and the relevant provisions of the articles of association. Elected by all directors, the meeting was presided over by Mr. Wu Hanqu, the director. The directors attending the meeting deliberated and adopted the following proposals by open ballot: I. proposal on electing the chairman of the 5th board of directors of the company
It is agreed to elect Mr. Wu Hanqu as the chairman of the Fifth Board of directors of the company for a term of three years from the date of deliberation and approval of the current board of directors to the date of expiration of the Fifth Board of directors (see the annex for Mr. Wu Hanqu's resume).
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
2、 Proposal on establishing the special committee of the 5th board of directors and electing its members
The 5th board of directors of the company has four special committees: strategy, audit, nomination, remuneration and assessment. After the election of the board of directors, the composition of each special committee is as follows:
1. The strategy committee of the board of directors is composed of non independent director Mr. Wu Hanqu, independent director Mr. Li Yi and independent director Mr. Jin Baishun, with non independent director Mr. Wu Hanqu as the chairman.
2. The audit committee of the board of directors is composed of independent director Mr. Li Huaxiong, independent director Mr. Jin Baishun and non independent director Mr. Wu Hanqu, with independent director Mr. Li Huaxiong as the chairman;
3. The nomination committee of the board of directors is composed of independent director Mr. Li Yi, independent director Mr. Jin Baishun and non independent director Mr. Wu Hanqu, with independent director Mr. Li Yi as the chairman;
4. The remuneration and assessment committee of the board of directors is composed of independent director Mr. Jin Baishun, independent director Mr. Li Yi and non independent director Mr. Wu Hanqu, with independent director Mr. Jin Baishun as the chairman;
The term of office of the above-mentioned personnel is three years, from the date of deliberation and approval of the current board of directors to the date of expiration of the Fifth Board of directors (see Annex for resume).
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
3、 Proposal on appointing the president of the company
Agree to appoint Mr. Yang Sihua as the president of the company for a term of three years from the date of deliberation and approval of the current board of directors to the date of expiration of the Fifth Board of directors (see the annex for Mr. Yang Sihua's resume).
The independent directors expressed independent opinions on the matter. For the independent opinions of the company's independent directors on relevant matters, see the designated information disclosure website cninfo.com.cn.
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
4、 Proposal on the appointment of vice president and chief financial officer of the company
It is agreed to appoint Ms. Peng Shixin, Mr. Wu Zhenzhi, Mr. Jiao Renquan, Mr. Wu Wei and Mr. Yang Yang as the vice president of the company. Ms. Peng Shixin also serves as the chief financial officer of the company for a term of three years from the date of deliberation and approval of the current board of directors to the expiration of the Fifth Board of directors (see the appendix for the resumes of relevant personnel).
The independent directors expressed independent opinions on the matter. For the independent opinions of the company's independent directors on relevant matters, see the designated information disclosure website cninfo.com.cn.
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
5、 Proposal on appointing the Secretary of the board of directors of the company
It is agreed to appoint Mr. Kong Dejian as the Secretary of the board of directors of the company for a term of three years from the date of deliberation and approval of the current board of directors to the date of expiration of the Fifth Board of directors (see the annex for Mr. Kong Dejian's resume and communication method).
The independent directors expressed independent opinions on the matter. For the independent opinions of the company's independent directors on relevant matters, see the designated information disclosure website cninfo.com.cn.
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
6、 Proposal on reviewing the rectification report on the decision of Shenzhen Securities Regulatory Bureau to order the company to take corrective measures
Since the company received the decision on ordering corrective measures for Shenzhen Aoto Electronics Co.Ltd(002587) (No. [2021] 147) (hereinafter referred to as the "decision") from Shenzhen regulatory bureau of China Securities Regulatory Commission (hereinafter referred to as "Shenzhen Securities Regulatory Bureau") on December 28, 2021, the board of directors of the company attached great importance to it and immediately reported it to all directors, supervisors The senior management and relevant department personnel have notified and communicated, comprehensively sorted out and deeply analyzed the matters involved in the decision, and formulated rectification objectives and rectification plans. Since the beginning of the rectification work, the company has sorted out the requirements in the decision one by one according to the requirements of relevant laws and regulations and the articles of association, combined with the actual situation of the company, carefully implemented the rectification measures, and formed a rectification report. See Shenzhen Aoto Electronics Co.Ltd(002587) rectification report on the decision of Shenzhen Securities Regulatory Bureau to order the company to take corrective measures (Announcement No.: 2022-012) disclosed by the company on cninfo.com for details. The company will take this rectification as an opportunity to strengthen the study of securities laws and regulations, strictly abide by the company law, the securities law and other laws and regulations, the measures for the administration of information disclosure of listed companies and the standards for the governance of listed companies, conduct financial accounting in strict accordance with the requirements of the accounting standards for business enterprises, strengthen the management of information disclosure and promote the normalization of compliance construction, Improve the awareness of standardized operation and management level, continuously improve the corporate governance structure, effectively improve the level of corporate governance, effectively safeguard the interests of the company and the majority of investors, and promote the sustainable, healthy and stable development of the company.
7 votes in favor of this proposal; 0 votes against; There were no abstentions.
It is hereby announced.
Shenzhen Aoto Electronics Co.Ltd(002587) board of directors
January 24, 2002
Attachment: 1. Resume of the chairman
Wu Hanqu, male, born in November 1962, Chinese nationality, without overseas permanent residency, master degree, senior engineer. He once taught in Jiujiang shipbuilding industry school. From 1989 to 1993, he served as the deputy manager of the Technology Department of Shenzhen electronic product quality inspection center, engaged in the quality inspection of electronic products and the research of product technical standards.
Founded the company in 1993, he has successively served as the chairman and President of the company and a member of the fifth and sixth CPPCC in Shenzhen. He is now the chairman of the company.
Mr. Wu Hanqu holds 171156663 shares of the company and is the controlling shareholder and actual controller of the company. Mr. Wu Wei, the director of the company, is the child of Mr. Wu Hanqu. In addition to the above relationship, Mr. Wu Hanqu has no related relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares. He has not been punished by the CSRC and other relevant departments and the stock exchange. He is not a dishonest person. His qualification meets the relevant provisions of the company law and other laws and regulations.
2. Resumes of members of each special committee
Li Huaxiong, male, born in July 1963, Chinese nationality, without overseas permanent residency, doctoral degree, certified public accountant, non practicing member of China Institute of certified public accountants. Since 1988, he has successively worked in the accounting department of Central South University of Finance and economics, Hainan Hong Kong and Macao Industrial Co., Ltd., yuehuadian Co., Ltd., Xiangcai Securities Co., Ltd., Delong group, Shenzhen zhongkezhi Capital Investment Management Co., Ltd. He was an independent director of the company. He is currently an independent director of Shenzhen Guofu gold Co., Ltd., meijiayin Holding Co., Ltd. and the company.
Mr. Li Huaxiong does not hold the company's shares, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a dishonest person. His qualification meets the relevant provisions of the company law and other laws and regulations.
Li Yi, male, born in June 1958, Chinese nationality, without overseas permanent residency, doctoral degree, senior engineer. He once served as an independent director of Shenzhen Kingdom Sci-Tech.Ltd(600446) , an independent director of the company, a member of the Ninth CPPCC of Guangdong Province, a member of the third, fifth and sixth CPPCC of Shenzhen, a member of Shenzhen informatization expert committee, and an independent director of Shenzhen Tianyuan Dic Information Technology Co.Ltd(300047) . He is currently a member of the Standing Committee of Shenzhen Association for science and technology, an expert of the decision-making advisory committee of Shenzhen Municipal Party committee, the chairman of Shenzhen yadu Software Co., Ltd. and an independent director of the company.
Mr. Li Yi does not hold the company's shares, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, is not a dishonest person, and his qualification meets the relevant provisions of the company law and other laws and regulations.
Jin Baishun, male, born in May 1960, Chinese nationality, without overseas permanent residency, graduate degree, engineer and senior economist. He worked in Shenzhen Special Economic Zone in 1982. He once served as deputy director of enterprise management department of Shekou Industrial Zone, director and general manager of Shenzhen Shekou Information Island Network Co., Ltd., general manager and China Merchants Shekou Industrial Zone Holdings Co.Ltd(001979) general manager assistant of Shenzhen Shekou Communication Co., Ltd., and the first digital officer of Guangdong yingder Industrial Development Co., Ltd. He is currently an independent director of the company.
Mr. Jin Baishun does not hold the company's shares, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, is not a dishonest person, and his qualification meets the relevant provisions of the company law and other laws and regulations.
Wu Hanqu: see "1. Resume of the chairman" in Annex I of the proposal for the resume. 3. Resume of President
Yang Sihua, male, born in July 1978, Chinese nationality, without permanent residency abroad, MBA of Peking University. He joined the company in 1999 and successively served as director of the finance department, manager of the procurement department, director of the general manager's office, supervisor, director of investment, director of human resources, Secretary of the board of directors, executive vice president and director. He is currently the director and President of the company. Mr. Yang Sihua holds 1837740 shares of the company, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a person subject to dishonesty, His qualification meets the relevant provisions of the company law and other laws and regulations. 4. Resume of vice president and chief financial officer:
Peng Shixin, female, born in December 1967, Chinese nationality, without permanent residency abroad, bachelor degree, intermediate accountant and senior international financial manager. Once worked in Guizhou Petroleum Company and Shenzhen Nanyou Group commercial service company. He joined the company in 1998 and successively served as the manager, chief financial officer and vice president of the planning and finance department. He is currently the vice president and chief financial officer of the company.
Ms. Peng Shixin holds 6297087 shares of the company, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a person subject to dishonesty, His qualification meets the relevant provisions of the company law and other laws and regulations.
Wu Zhenzhi, male, born in May 1976, Chinese nationality, without overseas permanent residency, master degree, senior engineer. Once worked in Shenzhen Yibo watch factory, Switzerland. He joined the company in 2000 and successively served as the director, deputy chief engineer, supervisor, technical director and vice president of the company's LED display technology R & D center. He is currently the vice president of the company and the president of the intelligent video technology research institute.
Mr. Wu Zhenzhi holds 966966 shares of the company, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a person subject to dishonesty, His qualification meets the relevant provisions of the company law and other laws and regulations, and his qualification meets the relevant provisions of the company law and other laws and regulations.
Jiao Renquan, male, born in March 1973, Chinese nationality, without overseas permanent residency, master's degree. Once worked in Yantai wanwei Computer Co., Ltd. He joined the company in 1999 and successively served as manager of R & D department, manager of customer service center, director of customer service center, deputy chief engineer, supervisor and vice president. He is currently the vice president of the company and the general manager of Nanjing Shenzhen Aoto Electronics Co.Ltd(002587) Technology Co., Ltd.
Mr. Jiao Renquan holds 1125500 shares of the company, has no relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the shares of the company, has not been punished by the CSRC and other relevant departments and the stock exchange, and is not a person subject to dishonesty, His qualification meets the relevant provisions of the company law and other laws and regulations.
Wu Wei, male, born in February 1991, Chinese nationality, without permanent residency abroad, with a master's degree. He joined the company in 2016 and served as the company's investment manager and deputy director of human resources. At present, he is the marketing director, director and vice president of the company, the executive director and general manager of Shenzhen chuangxiang Digital Technology Co., Ltd., and a member of the sixth CPPCC in Luohu District, Shenzhen.
Mr. Wu Wei does not hold shares in the company and is the child of Mr. Wu Hanqu, the controlling shareholder and actual controller of the company. In addition to the above relationship, Mr. Wu Wei has no related relationship with other directors, supervisors, senior managers and shareholders holding more than 5% of the company's shares, and has not been subject to the supervision of the China Securities Regulatory Commission and other interested parties
