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Breton Technology Co., Ltd. Board/Management Information 2026
49857_rns_2026-05-26_1596e000-b613-4f5d-bfb9-579f1406ff69.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.
Breton Technology Co., Ltd.
博雷頓科技股份公司
(A joint stock company established in the People's Republic of China with limited liability)
(Stock Code: 1333)
CHANGES OF DIRECTORS
AND
CHANGE OF AUTHORIZED REPRESENTATIVE
RESIGNATION OF AN EXECUTIVE DIRECTOR AND AN INDEPENDENT NON-EXECUTIVE DIRECTOR
The board of directors (the "Board") of Breton Technology Co., Ltd. (the "Company", together with its subsidiaries, the "Group") announces that Mr. Sun Kanghua ("Mr. Sun") has resigned from his position as an executive director of the second session of the Board of the Company due to personal career planning, and he also ceased to be an authorized representative of the Company (the "Authorized Representative") under Rule 3.05 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). The resignation of Mr. Sun as an Authorized Representative takes effect from May 26, 2026. The resignation of Mr. Sun as an executive director will take effect from the date on which a new executive director is elected at the annual general meeting of the Company. Prior to this, Mr. Sun will continue to perform his duties as an executive director of the Company.
The Board also announces that Mr. YIM, Chi Hung Henry ("Mr. Yim") has resigned from his positions as an independent non-executive director of the second session of the Board and a member of the Audit Committee of the Company as he intends to devote more time to other commitments. The resignation of Mr. Yim will take effect from the date on which a new independent non-executive director is elected at the annual general meeting of the Company. Prior to this, Mr. Yim will continue to perform his duties as an independent non-executive director and a member of the Audit Committee of the Company.
Mr. Sun and Mr. Yim have each confirmed that they have no disagreement with the Board and there is no matter relating to their resignation that needs to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited (the "Stock Exchange").
The Board would like to express its sincere gratitude to Mr. Sun and Mr. Yim for their contributions to the development of the Company during their tenure of office.
CHANGE OF AUTHORIZED REPRESENTATIVE
Ms. Yang Hui, an executive director of the Company, has been appointed as the Authorized Representative to fill the vacancy arising from Mr. Sun’s resignation, with effect from May 26, 2026.
PROPOSED APPOINTMENT OF AN EXECUTIVE DIRECTOR AND AN INDEPENDENT NON-EXECUTIVE DIRECTOR
Following the qualification review by the Nomination Committee of the second session of the Board of Directors of the Company, the Board meeting held by the Company on May 26, 2026 considered and approved (i) the Proposal on Considering the Nomination of Mr. Chen Guomin as a Candidate for Director of the Second Session of the Board of Directors, agreeing to nominate Mr. Chen Guomin (“Mr. Chen”) as a candidate for executive director of the second session of the Board of the Company; and (ii) the Proposal on Considering the Nomination of Dr. Tim Sun as a Candidate for Independent Director of the Second Session of the Board of Directors, agreeing to nominate Dr. Tim Sun (“Dr. Sun”) as a candidate for independent non-executive director of the second session of the Board of the Company, and to concurrently serve as a member of the Audit Committee of the second session of the Board. Their terms of office shall each commence from the date of approval at the annual general meeting and end on the date of expiry of the term of the second session of the Board.
The biographical details of Mr. Chen and Dr. Sun are set out below:
Mr. Chen Guomin
Mr. Chen Guomin, aged 42, joined the Company in April 2020 and has served as the director of the Procurement Department of the Company and the deputy general manager of Hunan Company since May 2023. He currently serves as a supervisor of Breton Intelligent Power (Shanghai) Technology Co., Ltd. (博雷頓智電(上海)科技有限公司) and a supervisor of Zhejiang Breton Technology Co., Ltd. (浙江博雷頓科技有限公司). Prior to joining the Company, Mr. Chen served as the sales manager of Hunan Aibote Robot Technology Co., Ltd. (湖南艾博特機器人技術有限公司). Mr. Chen graduated from Hunan University of Science and Engineering in 2025 with a junior college diploma.
Mr. Chen is the younger brother of Mr. Chen Fangming, an executive Director, the general manager and a controlling shareholder of the Company.
As at the date of this announcement, Mr. Chen held 453,428 H Shares, 762,583 H Shares and 7,214 H Shares of the Company through Shanghai Fangao Business Consulting Partnership (Limited Partnership) (上海方翱商務諮詢合夥企業(有限合夥)), Shanghai Jifang Business Consulting Partnership (Limited Partnership) (上海驥方商務諮詢合夥企業(有限合夥)), and Shanghai Fangzhanbo Business Consulting Partnership (Limited Partnership) (上海方展博商務諮詢合夥企業(有限合夥)), respectively, representing an aggregate holding of 1,223,225 H Shares of the Company.
The Board believes that Mr. Chen’s experience in procurement and supply chain management will make a positive contribution to the operations and strategy of the Company. The Board considers that he possesses the required character, integrity and experience to effectively perform his duties as an executive director of the Company.
Save as disclosed in this announcement, as at the date of this announcement, Mr. Chen has confirmed that: (i) he has not held any other directorships in any listed companies, in Hong Kong or overseas, in the last three years, nor any other positions within the Group; (ii) he does not have any relationship with any director, supervisor, senior management, substantial shareholder or controlling shareholder of the Company; (iii) he does not have or is not deemed to have any interests or short positions in the shares, underlying shares or debentures of the Company or its associated corporation(s) (as defined within Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)); (iv) he has not been the subject of any penalty by the China Securities Regulatory Commission and other relevant authorities nor any disciplinary action by any stock exchange; and (v) there is no other information relating to his appointment which is required to be disclosed pursuant to any of the requirements under Rule 13.51(2)(h) to (v) of the Listing Rules, and there are no other matters that need to be brought to the attention of the shareholders of the Company or the Stock Exchange.
Subject to the approval of Mr. Chen’s appointment at the annual general meeting, the Company will enter into a director’s service contract with him, and his remuneration will be determined in accordance with the remuneration management system of the Company. As an executive director of the Company, Mr. Chen will not receive any additional director’s fees or remuneration, but will receive corresponding remuneration based on his position within the Group, which is determined with reference to, among other things, his experience, duties, and prevailing market conditions, and in accordance with applicable laws and regulations and the relevant remuneration policy of the Company.
Dr. Tim Sun
Dr. Tim Sun, aged 64, currently serves as the president of the Hong Kong International Mining Association (香港國際礦業協會), an independent non-executive director of Hanking Gold International Limited, a company listed on the Stock Exchange (stock code: 3788), a director of Arcland Resources Inc., a company listed on the TSX Venture Exchange, (stock code: ADR.H), and a director of Minco Silver Corporation, a company listed on the Toronto Stock Exchange (stock code: MSV), the US OTC market (stock code: MISVF), and the Frankfurt Stock Exchange (stock code: AOESX5), among other positions. He has successively served as an engineer at Beijing General Research Institute of Mining and Metallurgy (北京礦冶研究總院), the chief representative in China of Turquoise Hill Resources Ltd. (formerly known as Ivanhoe Mines Ltd., a company listed on the Toronto Stock Exchange, stock code: TRQ), the chief strategic officer of Bay Area Gold Group Limited (formerly known as Munsun Capital Group Limited and China Precious Metal Resources Holdings Co., Ltd.), a company formerly listed on the Stock Exchange (stock code: 1194), a director of Norton Gold Fields Limited, a company listed on the Australian Securities Exchange (stock code: NGF), the chairman and a non-executive director of FeOre Ltd., a company listed on the Australian Securities Exchange (stock code: FEO), and an independent non-executive director of Hengxing Gold Holding Company Limited, a company formerly listed on the Stock Exchange (stock code: 2303), among other positions. Dr. Sun graduated from Queen’s University of Canada in 1993 with a Ph.D. degree in mining engineering.
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Save as disclosed in this announcement, as at the date of this announcement, Dr. Sun has confirmed that: (i) he has not held any other directorships in any listed companies, in Hong Kong or overseas, in the last three years, nor any other positions within the Group; (ii) he does not have any relationship with any director, supervisor, senior management, substantial shareholder or controlling shareholder of the Company; (iii) he does not have or is not deemed to have any interests or short positions in the shares, underlying shares or debentures of the Company or its associated corporation(s) (as defined within Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong)); (iv) he has not been the subject of any penalty by the China Securities Regulatory Commission and other relevant authorities nor any disciplinary action by any stock exchange; and (v) there is no other information relating to his appointment which is required to be disclosed pursuant to any of the requirements under Rule 13.51(2)(h) to (v) of the Listing Rules, and there are no other matters that need to be brought to the attention of the shareholders of the Company or the Stock Exchange.
Having verified Dr. Sun’s professional qualifications for serving as an independent non-executive director of the Company, the Board and the Nomination Committee of the Board are of the view that his appointment will bring valuable perspectives, knowledge, skills and experience to the Board to ensure the efficient and effective operation of the Board, and will contribute to the diversification of the Board, which will be conducive to the Company’s compliant operation and healthy and sustainable development.
Subject to the approval of Dr. Sun’s appointment at the annual general meeting, the Company will enter into a director’s service contract with him, and his remuneration will be determined in accordance with the remuneration management system of the Company. As an independent non-executive director of the Company, Dr. Sun will receive a director’s allowance of HKD300,000 per annum from the Company during his term of office.
Dr. Sun has confirmed (i) his independence as regards each of the factors set out in Rule 3.13(1) to (8) of the Listing Rules; (ii) that he has no past or present financial or other interest in the business of the Company or its subsidiaries, nor any connection with any core connected person (as defined in the Listing Rules) of the Company as at the date of this announcement; and (iii) that there are no other factors that may affect his independence. The Board and the Nomination Committee of the Board also consider that Dr. Sun meets the independence guidelines set out in Rule 3.13 of the Listing Rules and consider him to be independent of the Company.
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The aforementioned proposal regarding the proposed appointment of Mr. Chen as an executive director of the second session of the Board of the Company and the proposal regarding the proposed appointment of Dr. Sun as an independent non-executive director of the second session of the Board of the Company are subject to consideration at the annual general meeting of the Company. A circular containing, among other things, further details of (i) the proposed appointment of an executive director; and (ii) the proposed appointment of an independent non-executive director, together with the notice of the annual general meeting, will be despatched to the shareholders of the Company in due course.
By order of the Board
Breton Technology Co., Ltd.
Mr. Chen Fangming
Chairman, General Manager and Executive Director
Hong Kong, May 26, 2026
As at the date of this announcement, Directors are (i) Mr. Chen Fangming, Mr. Qiu Debo, Mr. Sun Kanghua and Ms. Yang Hui as executive directors; (ii) Mr. Cao Haiyi and Mr. Wang Zhenkun as non-executive directors; and (iii) Mr. Zhou Yuan, Mr. Gui Zhenhua, Dr. Jiang Bailing and Mr. YIM, Chi Hung Henry as independent non-executive directors.
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