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COSCO SHIPPING Development Co., Ltd. — Board/Management Information 2016
Mar 16, 2016
50782_rns_2016-03-16_62beb0f4-49bb-4a9e-baf6-cc35df680930.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.
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(A joint stock limited company incorporated in the People’s Republic of China with limited liability)
(Stock code: 02866)
RESIGNATION OF EXECUTIVE DIRECTORS, PROPOSED APPOINTMENT OF DIRECTORS AND CHAIRMAN OF THE BOARD AND CHANGE OF MEMBERS OF THE SENIOR MANAGEMENT
References are made to the circular dated 31 December 2015 and the announcement dated 1 February 2016 of China Shipping Container Lines Company Limited (the “ Company ”), in relation to the material asset restructuring of the Company.
RESIGNATION OF EXECUTIVE DIRECTORS
The board (the “ Board ”) of directors (the “ Directors ”) of the Company announces that Mr. Zhang Guofa (“ Mr. Zhang ”) has tendered his resignation as the chairman of the Board, executive Director, chairman of the investment strategy committee of the Board (the “ Investment Strategy Committee ”) and member of the nomination committee of the Board (the “ Nomination Committee ”) due to the change of job assignments and the change of the Company’s business. Pursuant to the requirement in the articles of association of the Company (the “ Articles of Association ”) regarding the number of Board members, the resignation of Mr. Zhang as the chairman of the Board and executive Director will take effect upon the date on which the appointment of the new Director(s) is approved at the general meeting convened by the Board to fill the vacancy arising from his resignation. Pursuant to the requirement in the working rules for the Investment Strategy Committee regarding the chairman of the Investment Strategy Committee, the resignation of Mr. Zhang as the chairman of the Investment Strategy Committee will take effect upon the date on which the appointment of the new chairman of the Investment Strategy Committee is approved by the Board to fill the vacancy arising from his resignation. The resignation of Mr. Zhang as the member of the Nomination Committee will take effect from the date of this announcement.
Mr. Zhao Hongzhou (“ Mr. Zhao ”) has tendered his resignation as the executive Director and member of the Investment Strategy Committee due to the change of job assignments and the change of the Company’s business. Pursuant to the requirement in the Articles of Association regarding the number of Board members, the resignation of Mr. Zhao as the executive Director will take effect upon the date on which the appointment of the new Director(s) is approved at the general meeting convened by the Board to fill the vacancy arising from his resignation. The resignation of Mr. Zhao as the member of the Investment Strategy Committee will take effect from the date of this announcement.
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Mr. Zhang and Mr. Zhao have confirmed that, as at the date of this announcement, they have no disagreement with the Board, and there are no other matters in relation to their resignation that need to be brought to the attention of the shareholders of the Company (the “ Shareholders ”).
The Board would like to take this opportunity to express its sincere appreciation to Mr. Zhang and Mr. Zhao for their significant contributions to the Company in the past.
PROPOSED APPOINTMENT OF DIRECTORS AND CHAIRMAN OF THE BOARD
The Board further announces that Ms. Sun Yueying (“ Ms. Sun ”), Mr. Wang Daxiong (“ Mr. Wang ”) and Mr. Liu Chong (“ Mr. Liu ”) have been nominated as the executive Directors, and the Board proposed to elect Ms. Sun as the chairman of the Board. Such appointment is subject to the approval by the Shareholders at the general meeting of the Company.
For biographical details of Ms. Sun, Mr. Wang and Mr. Liu, please refer to Appendix I.
Save as disclosed above, Ms. Sun, Mr. Wang and Mr. Liu have not held any other positions in the Company and/or its subsidiaries. Save as disclosed above, so far as the Directors are aware, Ms. Sun, Mr. Wang and Mr. Liu have not held any directorship in any other publicly listed companies in Hong Kong or overseas in the last three years. Save as disclosed above, Ms. Sun, Mr. Wang and Mr. Liu do not have other major appointment and professional qualifications. Ms. Sun, Mr. Wang and Mr. Liu do not have any relationship with any directors, senior management, substantial or controlling shareholders of the Company, nor do they have any interests in the shares of the Company within the meaning of Part XV of the Hong Kong Securities and Futures Ordinance.
Ms. Sun, Mr. Wang and Mr. Liu will enter into a service contract respectively with the Company for a term of service commencing on the date when their respective appointment is approved by the Shareholders at the general meeting until the end of the term of the current session of the Board. Pursuant to such proposed service contract, Ms. Sun, Mr. Wang and Mr. Liu will not receive any remuneration from the Company as the Directors.
Save as disclosed above, there are no other matters relating to Ms. Sun, Mr. Wang and Mr. Liu that need to be brought to the attention of the Shareholders and there is no information which is required to be disclosed pursuant to Rule 13.51(2)(h) to (v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).
A circular containing, among other things, details of the above proposals, together with the notice of the shareholders’ general meeting, will be dispatched to the Shareholders in due course.
CHANGE OF MEMBERS OF THE SENIOR MANAGEMENT
The Board announces that Mr. Zhao has tendered his resignation as the general manager of the Company due to the change of job assignments and the change of the Company’s business, and each of Mr. Qian Weizhong, Mr. Sui Jun, Mr. Chen Wei, Mr. Gu Zhongdong and Mr. Chen Shuai has tendered his resignation as the deputy general manager of the Company due to the change of job assignments and the change of the Company’s business, all being effective from the date of this announcement. The Board would like to take this opportunity to express its sincere appreciation for their significant contributions to the Company in the past.
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In order to reinforce the capability of the Company’s management and to satisfy the needs of the Company’s future business development, the Board resolved to appoint Mr. Wang as the chief executive officer (the “ CEO ”) of the Company for a term of service commencing on the date when the amendments of creating the role of CEO to the Articles of Association are approved at the general meeting until 31 December 2018. The Board resolved to appoint Mr. Liu as the general manager of the Company, appoint Mr. Feng Xingguo (“ Mr. Feng ”) as the deputy general manager of the Company, appoint Mr. Zhang Mingwen (“ Mr. Zhang ”) as the chief accountant of the Company, appoint Mr. Ming Dong (“ Mr. Ming ”) as the deputy general manager of the Company, and appoint Mr. Yu Zhen (“ Mr. Yu ”) as the Board secretary of the Company, effective from the date of this announcement until 31 December 2018.
For biographical details of the abovementioned members of the senior management, please refer to Appendix I.
OPINIONS OF INDEPENDENT NON-EXECUTIVE DIRECTORS
All of the existing independent non-executive Directors believes that the procedures of the above resignation of executive Directors, proposed appointment of Directors and chairman of the Board, and change of members of the senior management are legal and valid, and are in compliance with the relevant rules of the Companies Law of the People’s Republic of China and the Articles of Association.
By Order of the Board China Shipping Container Lines Company Limited Yu Zhen Joint Company Secretary
Shanghai, the People’s Republic of China 16 March 2016
The Board as at the date of this announcement comprises of Mr. Zhang Guofa, Mr. Huang Xiaowen and Mr. Zhao Hongzhou, being executive Directors, Mr. Ding Nong, Mr. Yu Zenggang, Mr. Yang Jigui, Mr. Han Jun and Mr. Chen Jihong, being non-executive Directors, and Ms. Zhang Nan, Mr. Guan Yimin, Mr. Shi Xin, Ms. Hai Chi Yuet and Mr. Graeme Jack, being independent non-executive Directors.
- The Company is a registered non-Hong Kong company as defined in the Companies Ordinance (Chapter 622 of the Laws of Hong Kong) and it is registered under its Chinese name and under the English name “China Shipping Container Lines Company Limited”.
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APPENDIX I BIOGRAPHIES
Ms. Sun Yueying (孫月英)
Ms. Sun Yueying (孫月英), born in 1958, has served as the chief accountant and a member of the Party leadership group of China COSCO Shipping Corporation Limited since January 2016. Ms. Sun has served as the chief accountant of China Ocean Shipping (Group) Company since 2000, and is currently the chairman of the board of directors of each of COSCO Finance Company Limited, COSCO Container Lines Japan Co., Ltd. (“ COSCO Japan ”) and COSCO International Ship Trading Company Limited. She also serves as a director of each of China COSCO Holdings Company Limited (“ China COSCO ”, listed on the Stock Exchange under the stock code of 1919 and on Shanghai Stock Exchange under the stock code of 601919), China Merchants Bank Co., Ltd. (listed on the Stock Exchange under the stock code of 3968 and on Shanghai Stock Exchange under the stock code of 600036) and China Merchants Securities Co., Ltd. (listed on Shanghai Stock Exchange under the stock code of 600999). Ms. Sun assumed various positions such as the deputy director of the finance department of Tianjin Ocean Shipping Company Limited, head of the general office and finance manager of COSCO Japan, the deputy general manager and the general manager of the finance and capital division and the deputy chief accountant of China Ocean Shipping (Group) Company. Ms. Sun has over 30 years’ experience in the shipping industry and has extensive experience in finance, fund management, financial management and capital operation. Ms. Sun graduated from Shanghai Maritime University majoring in shipping finance and accounting and obtained an EMBA degree from the University of International Business and Economics. She is also a certified public accountant and a senior accountant.
Mr. Wang Daxiong (王大雄)
Mr. Wang Daxiong (王大雄), born in 1960, has served as the chairman of the board of directors of China Shipping (Hong Kong) Holdings Co., Ltd. since February 2014. He served as the deputy general manager and a member of the Party leadership group of China Shipping (Group) Company from May 2010 to February 2014, as a non-executive director of the Company from February 2004 to June 2014, as the vice president, chief accountant and a member of the Party leadership group of China Shipping (Group) Company from February 2001 to May 2010, and as the chief accountant and a member of the Party leadership group of China Shipping (Group) Company from January 1998 to February 2001. Prior to that, he worked as section chief, director and chief accountant of the finance division of Guangzhou Maritime Bureau. Mr. Wang began his career in the shipping industry in 1983 after he graduated from Shanghai Maritime University majoring in shipping finance. Mr. Wang holds an EMBA degree from Shanghai University of Finance and Economics and is a senior accountant.
Mr. Liu Chong (劉沖)
Mr. Liu Chong (劉沖), born in 1970, has served as the general manager of the Company since March 2016. He has served as the general manager of China Shipping Investment Co., Ltd. since April 2013, and the general manager of China Shipping Leasing Co., Ltd. since August 2014. Mr. Liu served as the financial controller and deputy general manager of China Shipping Logistics Co., Ltd., the chief accountant of China Shipping Haisheng Co., Ltd., the head of capital management division of China Shipping (Group) Company and the chief accountant of the Company. Mr. Liu graduated from Sun Yat-sen University majoring in economics, and is a certified public accountant and a senior accountant.
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Mr. Ming Dong (明東先生)
Mr. Ming Dong (明東先生), born in 1971, has served as the deputy general manager and a member of the Party committee of the Company since March 2016. Mr. Ming began his career in 1994 and consecutively worked in COSCO Finance Company Limited and in the asset operation centre, president affairs department and capital operation department of China Ocean Shipping (Group) Company. He served as the general manager of investor relations division and the securities affairs representative of China COSCO from July 2005 to December 2008, and the general manager of the securities affairs division of China Ocean Shipping (Group) Company and China COSCO from January 2009 to February 2016. Mr. Ming graduated from Central University of Finance and Economics, majoring in international finance and investment economics, and obtained a master’s degree in economics. He is a senior economist.
Mr. Feng Xingguo (馮幸國)
Mr. Feng Xingguo (馮幸國), born in 1957, currently serves as the deputy general manager and a member of the Party committee of the Company. Mr. Feng began his career in 1975, and has served as third officer, the second officer and the chief officer of Shanghai Maritime Bureau; the captain, captain supervisor, assistant to general manager and deputy general manager of vessel company No. 2 under Shanghai Hai Xing Shipping Co., Ltd. Mr. Feng was the deputy general manager of Container Branch Company under Shanghai Hai Xing Shipping Co., Ltd.; the general manager of security and technology department of the Company; the assistant to the general manager of the vessel administration centre and the general manager of the security and technology department of the Company; the deputy general manager of vessel administration centre and general manager of crew management department of the Company; the chief captain, deputy general manager of vessel administration centre of the Company. From 2010 till now, he is the deputy general manager, a member of the Party committee and chief captain of the Company. Mr. Feng graduated from Shanghai Maritime Staff University, majoring in vessel piloting. He is a senior captain and senior engineer. He joined the Company in September 1997.
Mr. Zhang Mingwen (張銘文)
Mr. Zhang Mingwen (張銘文), born in 1978, currently serves as the chief accountant and a member of the Party committee of the Company. Mr. Zhang began his career in 1999. He served as the officer and vice supervisor of the settlement centre of China Shipping (Group) Company, the vice supervisor and deputy chief of the capital canter of the financial planning department of China Shipping (Group) Company, the assistant to the general manager of the financial planning department of China Shipping (Group) Company and the assistant to the general manager of the financial capital department of China Shipping (Group) Company. Mr. Zhang joined the Company in November 2012 and served as the Company’s deputy chief accountant and member of the Party committee from November 2012 to January 2014. He has served as the chief accountant and a member of the Party committee of the Company since April 2013. Mr. Zhang graduated from Faculty of Finance of the Shanghai University of Finance and Economics, majoring in investment economics and obtaining a bachelor’s degree in economics, and the Antai College of Economics & Management of Shanghai Jiao Tong University, majoring in business administration and receiving a MBA degree. He is a chartered financial analyst (CFA) and a senior accountant.
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Mr. Yu Zhen (俞震)
Mr. Yu Zhen (俞震), born in 1977, currently serves as the Board secretary and joint company secretary of the Company. Mr. Yu started his career from 1999, and served as finance department officer, finance department head of China Shipping International Trading Co., Ltd., the manager of finance department of China Shipping (Romania) Agency Co., Ltd., and the general manager of finance department of China Shipping (Europe) Holding GmbH. He joined the Company in November 2013 and has served as the Board secretary and joint company secretary of the Company since April 2014. Mr. Yu graduated from finance and accounting faculty of Shanghai Shipping College with a bachelor’s degree in economics. Mr. Yu is a certified public accountant (CPA) of the People’s Republic of China and a mid-level accountant.
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