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Beijing Digital Telecom Co., Ltd. Board/Management Information 2017

Jul 6, 2017

50994_rns_2017-07-06_3a2a65ab-423c-4f00-999c-b125d193044c.pdf

Board/Management Information

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Beijing Digital Telecom Co., Ltd. 北京迪信通商貿股份有限公司

(A joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 6188)

RESIGNATION OF EXECUTIVE DIRECTOR AND PROPOSED ELECTION OF NON-EXECUTIVE DIRECTOR

RESIGNATION OF EXECUTIVE DIRECTOR

The board of directors (the “ Board ”) of Beijing Digital Telecom Co., Ltd. (the “ Company ”) announced that Ms. Liu Hua has submitted her resignation as executive director and a member of Remuneration and Assessment Committee of the Company due to personal development reason effective upon the conclusion of the first extraordinary general meeting of the Company in 2017 (the “ EGM ”) to be held on 28 July 2017. In order to ensure that the operation of the Board is in compliance with the articles of association of the Company and relevant regulations, Ms. Liu Hua will continue to perform her duties and functions as executive director of the Company before a new director is appointed at the EGM.

Ms. Liu Hua has confirmed that she has no disagreement with the Board and no matters concerning her resignation need to be brought to the attention of The Stock Exchange of Hong Kong Limited (the “ Hong Kong Stock Exchange ”) and the shareholders of the Company (“ Shareholders ”). The Board has confirmed that there are no matters concerning Ms. Liu Hua’s resignation which are needed to be brought to the attention of the Shareholders.

The Board would like to take this opportunity to express its sincere gratitude to Ms. Liu Hua for her valuable contributions to the Company during her term of office.

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PROPOSED ELECTION OF NON-EXECUTIVE DIRECTOR

The Board proposed at the Board meeting to elect Ms. Zhang Yunfei as non-executive director of the Company and replace Ms. Liu Hua as a member of Remuneration and Assessment Committee of the Company. Ms. Zhang Yunfei has confirmed that she has no disagreement on such nomination.

Ms. Zhang Yunfei’s biography is set out as follows:

Ms. Zhang Yunfei, aged 43, graduated from Guanghua School of Management of Peking University in July 1995 with a bachelor’s degree in economic management. She graduated from China Europe International Business School in July 2009 with a master’s degree in business administration. From April 2000 to February 2016, Ms. Zhang Yunfei served as general manager in Jinan Digital China Limited ( 濟南神州數碼有限公司 ), deputy general manager in Digital China Technology Development Company Limited ( 神州數碼科 技發展有限公司 ), supervisor of Digital China (China) Limited ( 神州數碼(中國)有限 公司 ) and Guangzhou Digital China Information Technology Co., Ltd. ( 廣州神州數碼信 息科技有限公司 ), financial manager of Digital China (China) Limited ( 神州數碼(中國) 有限公司 ), Guangzhou Digital China Information Technology Co., Ltd. ( 廣州神州數碼 信息科技有限公司 ) and Shanghai Digital China Limited ( 上海神州數碼有限公司 ), and was responsible for overall financial management of the IT distribution companies under Digital China Holding Limited (00861.HK). Since March 2016 and up to this date, Ms. Zhang Yunfei has been chief financial officer of Digital China Group Co., Ltd. (000034.SZ).

Ms. Zhang Yunfei will perform her duties as non-executive director of the Company with effect from the date of the EGM on which the election is approved and will replace Ms. Liu Hua as a member of Remuneration and Assessment Committee of the Company. Ms. Zhang Yunfei’s term of office will end at the expiry of the term of office of the third session of the Board of the Company.

In the event that Ms. Zhang Yunfei is appointed as non-executive director of the Company at the EGM, she will enter into a service agreement with the Company. Ms. Zhang Yunfei’s remuneration for her term of office will be determined in accordance with relevant provisions under the “Regulations for the Management of Remuneration of the Directors, Supervisors and Senior Management”.

Save as disclosed above, Ms. Zhang Yunfei has confirmed that she has not held any positions as directors or supervisors or has any major appointment or qualifications in any other public companies, the securities of which are listed on any securities markets in Hong Kong or overseas, or held any positions in the Company or any other group’s companies for the past 3 years and does not have any relationships with any directors, supervisors, senior management, substantial or controlling Shareholders of the Company. As at date of this announcement, Ms. Zhang Yunfei has confirmed that she does not have any interests within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) in the share capital of the Company.

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In addition, there is no any other information relating to Ms. Zhang Yunfei that needs to be disclosed pursuant to the provisions under Rule 13.51(2)(h) to (v) of the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange, and there is no other matter relating to her appointment as non-executive director of the Company that needs to be brought to the attention of the Hong Kong Stock Exchange and the Shareholders.

GENERAL

The Company scheduled to hold the EGM on 28 July 2017. A supplementary circular setting out, among others, the proposed election of non-executive director and the particulars of the candidate of non-executive director together with the revised notice of the EGM will be sent to the Shareholders as soon as practicable.

By Order of the Board Beijing Digital Telecom Co., Ltd. LIU Donghai Chairman

Beijing, the PRC, 6 July 2017

As at the date of this announcement, the executive Directors are Mr. LIU Donghai, Mr. LIU Yajun, Mr. LIU Songshan, Ms. LIU Wencui and Ms. LIU Hua; the non-executive Director is Mr. Qi Xiangdong; and the independent non-executive Directors are Mr. LV Tingjie, Mr. BIAN Yongzhuang and Mr. Vincent Man Choi, LI.

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