Securities code: 300571 securities abbreviation: Hangzhou Anysoft Information Technology Co.Ltd(300571) Announcement No.: 2022-013
Hangzhou Anysoft Information Technology Co.Ltd(300571)
Announcement on the general election of the 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.
The term of office of the third board of directors of Hangzhou Anysoft Information Technology Co.Ltd(300571) (hereinafter referred to as “the company”) is about to expire. According to the company law, the Listing Rules of GEM stocks of Shenzhen Stock Exchange, the guidelines for the standardized operation of GEM listed companies of Shenzhen Stock Exchange and other laws and regulations, normative documents and the relevant provisions of the articles of association, the general election of the new board of directors is required.
At the 29th meeting of the third board of directors held on January 24, 2022, the proposal on the general election of the company’s board of directors and the nomination of candidates for non independent directors of the Fourth Board of directors and the proposal on the general election of the company’s board of directors and the nomination of candidates for independent directors of the Fourth Board of directors were deliberated and adopted respectively. Upon review by the nomination committee of the board of directors, the board of directors nominated Mr. Guo Qing, Ms. Yin Xiaohua, Mr. Zheng Bing and Mr. Yu Keman as candidates for non independent directors of the Fourth Board of directors of the company, and Mr. Chen Lianyong, Ms. Zhang Yinan and Ms. Feng Yan as candidates for independent directors of the Fourth Board of directors of the company. Among the candidates for directors of the Fourth Board of directors of the company, the total number of directors concurrently serving as senior managers of the company does not exceed half of the total number of directors of the company. The proportion of independent directors meets the requirements of relevant laws and regulations.
The independent director candidates nominated by the board of directors of the company, Mr. Chen Lianyong, Ms. Zhang Yinan and Ms. Feng Yan, have obtained the qualification certificate of independent director recognized by Shenzhen Stock Exchange. Candidates for independent directors need to be submitted to Shenzhen stock exchange for filing and review, and can be submitted to the general meeting of shareholders of the company for deliberation only after there is no objection.
According to the relevant provisions of the company law and the articles of association, the above-mentioned candidates for directors need to be deliberated at the general meeting of shareholders, and four non independent directors and three independent directors shall be elected by the cumulative voting system to jointly form the Fourth Board of directors of the company. The term of office of the directors of the Fourth Board of directors of the company shall be three years from the date of election at the second extraordinary general meeting of shareholders in 2022.
In order to ensure the normal operation of the board of directors, before the new board of directors takes office, the directors of the third board of directors of the company will continue to faithfully and diligently perform their duties and responsibilities in accordance with the provisions of laws, administrative regulations, normative documents and the articles of association.
The resumes of the above candidates are shown in the annex to this announcement. It is hereby announced.
Hangzhou Anysoft Information Technology Co.Ltd(300571) board of directors January 24, 2022
enclosure:
1、 Resume of non independent director candidates
1. Mr. Guo Qing, Chinese nationality, without permanent residency abroad, was born in October 1973 and graduated from the school of computer science of Zhejiang University in December 2003 with a doctoral degree. From June 1996 to December 1999, he served as the technical deputy general manager of Insigma Technology Co.Ltd(600797) Rand Technology Co., Ltd; From February 2000 to April 2004, he served as vice president of Hangzhou Sunyard Technology Co.Ltd(600571) System Engineering Co., Ltd., in charge of technology and R & D; From July 2004 to June 2007, he served as the president of Zhejiang Tianxin Technology Development Co., Ltd; From July 2007 to August 2012, he served as the executive director of Hangzhou Hangzhou Anysoft Information Technology Co.Ltd(300571) Technology Co., Ltd; Chairman and general manager of Hangzhou Anysoft Information Technology Co.Ltd(300571) since August 2012.
As of the date of this announcement, Mr. Guo Qing holds 31806000 shares of the company, accounting for 22.80% of the total share capital of the company (the shareholding ratio is calculated according to the total share capital of the company after the implementation of the restricted stock repurchase cancellation of the 2018 stock option and restricted stock incentive plan, and the relevant procedures are being handled). Mr. Guo Qing and Zhang Hui, the actual controller and executive partner of Pingtan qizhixing investment partnership (limited partnership), a shareholder holding more than 5% of the company, are husband and wife. Mr. Guo Qing and Ms. Zhang Hui are the actual controllers of the company. In addition, Mr. Guo Qing has no relationship with other shareholders holding more than 5% of the company’s shares, actual controllers, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
2. Ms. Yin Xiaohua, Chinese nationality, without permanent residency abroad, was born in February 1971. She graduated from the Department of chemical engineering of Jiangxi University of technology in 1992 with a master’s degree and an intermediate accountant. From March 1994 to December 1999, he worked in Fuzhou Weifan computer system integration Co., Ltd. (Hong Kong funded), and successively served as the manager of cashier, accounting and finance department. From January 2000 to February 2002, he served as the chief of the finance section of Fujian Xindongyang enterprise (Group) Co., Ltd. From March 2002 to November 2007, he served as the financial manager of Insigma Technology Co.Ltd(600797) Rand Technology Co., Ltd. (listed on the Hong Kong GEM) and the financial manager of Zhejiang Tianxin Technology Development Co., Ltd. In December 2007, he served as the chief financial officer of Hangzhou Hangzhou Anysoft Information Technology Co.Ltd(300571) Technology Co., Ltd. He served as Hangzhou Anysoft Information Technology Co.Ltd(300571) director and chief financial officer in August 2012 and resigned as a director in September 2012. He has been a director of Hangzhou Anysoft Information Technology Co.Ltd(300571) since February 2014 and is now a director and chief financial officer of Hangzhou Anysoft Information Technology Co.Ltd(300571) .
As of the date of this announcement, Ms. Yin Xiaohua directly holds 33705 shares of the company and indirectly holds 1004325 shares of the company through Pingtan qizhixing investment partnership (limited partnership), with a total of 1038030 shares of the company, Accounting for 0.74% of the total share capital of the company (the shareholding ratio is calculated according to the total share capital of the company after the implementation of the restricted stock repurchase and cancellation of the 2018 stock option and restricted stock incentive plan, and the relevant procedures are being handled). Ms. Yin Xiaohua has no relationship with other shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
3. Mr. Zheng Bing, Chinese nationality, without permanent residency abroad, was born in June 1970 with a bachelor’s degree. Graduated from computer software major of Northeast Petroleum University in 1992. From July 1992 to December 1999, he successively served as programmer, development engineer and deputy director of the instrument factory of Jianghan Petroleum Administration Bureau. From January 2000 to December 2007, he successively served as development engineer, project manager, deputy general manager of business division, manager of comprehensive department and supervisor of Zhejiang Insigma Technology Co.Ltd(600797) Rand Technology Co., Ltd.
From January 2008 to August 2012, he served as the marketing director of Hangzhou Hangzhou Anysoft Information Technology Co.Ltd(300571) Technology Co., Ltd. He has been a director, deputy general manager and marketing director of Hangzhou Anysoft Information Technology Co.Ltd(300571) since August 2012.
As of the date of this announcement, Mr. Zheng Bing indirectly holds 1004325 shares of the company through Pingtan qizhixing investment partnership (limited partnership), accounting for 0.72% of the total share capital of the company (the shareholding ratio is calculated according to the total share capital after the company has completed the repurchase and cancellation of restricted shares under the 2018 stock option and restricted stock incentive plan, and the relevant procedures are being handled). Mr. Zheng Bing has no relationship with other shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
4. Mr. Yu Keman, Chinese nationality, without permanent residency abroad, was born in June 1975, with a master’s degree and a senior software engineer. He graduated from the computer department of Zhejiang University in 2001 with a master’s degree in engineering. From April 2001 to July 2004, he served as assistant researcher and associate researcher of network multimedia group of Microsoft Research Asia. From August 2004 to August 2010, he served as the technical director of Zhejiang Tianxin Technology Development Co., Ltd. From September 2010 to August 2012, he served as the deputy general manager of technology of Hangzhou Hangzhou Anysoft Information Technology Co.Ltd(300571) Technology Co., Ltd. Director and technical director of Hangzhou Anysoft Information Technology Co.Ltd(300571) since August 2012.
As of the date of this announcement, Mr. Yu Keman indirectly holds 2008842 shares of the company through Pingtan qizhixing investment partnership (limited partnership), accounting for 1.44% of the total share capital of the company (the shareholding ratio is calculated according to the total share capital after the company has implemented the restricted stock repurchase and cancellation of the 2018 stock option and restricted stock incentive plan, and the relevant procedures are being handled). Mr. Yu Keman has no relationship with other shareholders, actual controllers, other directors, supervisors and senior managers holding more than 5% of the company’s shares, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
2、 Resume of independent director candidates
1. Mr. Chen Lianyong, Chinese nationality, without permanent residency abroad, was born in October 1975. He graduated from Zhejiang University of Finance and economics in 1999, majoring in accounting, with a bachelor’s degree. He is a senior accountant, a Chinese certified public accountant and a Chinese certified tax agent. From 1999 to 2003, he served as the Accounting Director of Cosmos Group Co.Ltd(002133) finance department, from 2003 to 2007, he served as the financial manager and director of Shaoxing Jianhu Golf Co., Ltd., and now he is the vice president of Cosmos Group Co.Ltd(002133) , the supervisor of Zhejiang Guangyu Dingqiao Real Estate Development Co., Ltd., the legal representative, executive director and general manager of Hangzhou Guangyu Health Management Co., Ltd., and the director of Hangzhou Shangcheng Guangyu microfinance Co., Ltd, Director of Yishi Juxin Co., Ltd., supervisor of Shaoxing Jianhu Golf Co., Ltd., supervisor and chairman of the board of supervisors of Zhaoqing Xinghu Mingjun Real Estate Development Co., Ltd., supervisor of Hangzhou Yiguang Real Estate Development Co., Ltd., director of Hangzhou Siyan Trading Co., Ltd., general manager of Hangzhou Guangke Real Estate Co., Ltd., Zhejiang Wazam New Materials Co.Ltd(603186) , Yanpai Filtration Technology Co.Ltd(301081) , Daoming Optics&Chemical Co.Ltd(002632) Independent director of Ningbo nengzhiguang New Material Technology Co., Ltd.
As of the date of this announcement, Mr. Chen Lianyong does not hold shares of the company, has no relationship with other shareholders holding more than 5% shares of the company, actual controllers, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
2. Ms. Zhang Yinan, Chinese nationality, without permanent overseas residency, Bachelor of law, master of law, Zhejiang University, lawyer. He used to be a lawyer and partner of Zhejiang Zeda law firm. Since October 2010, he has been a lawyer and partner of Guohao law firm (Hangzhou). Now he is the deputy director of the finance and Insurance Professional Committee of Zhejiang Lawyers Association, the Secretary General of the securities and capital market professional committee of Zhejiang Lawyers Association, the deputy director of the securities professional committee of Hangzhou Lawyers Association, Zhejiang Shouxiangu Pharmaceutical Co.Ltd(603896) independent director Topchoice Medical Co.Inc(600763) independent director.
As of the date of this announcement, Ms. Zhang Yinan does not hold shares of the company, has no relationship with other shareholders holding more than 5% shares of the company, actual controllers, other directors, supervisors and senior managers of the company, and has not been punished by the CSRC and other relevant departments or the stock exchange; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
3. Ms. Feng Yan, Chinese nationality, without permanent residency abroad, was born in January 1964, graduated from the computer application major of the school of computer science of Zhejiang University in 2014, with a doctoral degree and an associate professor of Zhejiang University. From August 1985 to July 1999, he served as a teacher in the computer department of Zhejiang University, an associate professor in the school of information of Zhejiang University from July 1999 to March 2002, an associate professor in the school of computer science of Zhejiang University from March 2002 to April 2005, and a deputy secretary of the party Committee of the school of computer science and software of Zhejiang University from April 2005 to December 2008, From December 2008 to May 2010, he served as Deputy Secretary of the Party committee of the school of computer science and software of Zhejiang University, and from May 2010 to August 2017, he served as secretary of the Party committee of the school of computer science and software of Zhejiang University. He is now a teacher of the school of computer science of Zhejiang University, an independent director of Bank of Wenzhou Co., Ltd. Zhejiang Daily Digital Culture Group Co.Ltd(600633) and an independent director of Essence Information Technology Co.Ltd(688555) (Tianjin) Technology Co., Ltd, Independent director of Lianlian Digital Technology Co., Ltd.
As of the date of this announcement, Ms. Feng Yan does not hold shares of the company, has no relationship with other shareholders holding more than 5% shares of the company, actual controllers, other directors, supervisors and senior managers of the company, and has not been punished by China Securities Regulatory Commission and other relevant departments or securities exchanges; There are no circumstances stipulated in the company law and the articles of association not to be a director of the company, and there are no circumstances stipulated in articles 3.2.3 and 3.2.4 of the guidelines for the standardized operation of companies listed on the gem of Shenzhen Stock Exchange. They are not dishonest Executees.
