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CSPC Pharmaceutical Group Limited — Board/Management Information 2021
Jan 27, 2021
49680_rns_2021-01-27_e0e0750b-a797-4300-830b-360b4497fce4.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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CSPC PharmaCeutiCal GrouP limited 石藥集團有限公司
(Incorporated in Hong Kong with limited liability)
(Stock Code: 1093)
aPPoiNtmeNt aNd reSiGNatioN oF iNdePeNdeNt NoN-eXeCutiVe direCtorS aNd ChaNGe oF Board CommitteeS
The Board of Directors (the “ Board ”) of CSPC Pharmaceutical Group Limited (the “ Company ”) hereby announces that with effect from 27 January 2021, (i) Professor WANG Hongguang (“ Prof. Wang ”) was appointed as an independent non-executive director of the Company; (ii) Mr. AU Chun Kwok Alan (“ mr. au ”) was appointed as an independent non-executive director of the Company, the chairman of the Audit Committee and Remuneration Committee of the Company; (iii) Mr. WANG Bo (“ mr. Wang ”), an existing independent non-executive director of the Company, was appointed as a member of the Nomination Committee of the Company; and (iv) Prof. LO Yuk Lam (“ Prof. lo ”) resigned as an independent non-executive director and a member of the Nomination Committee of the Company due to retirement.
Prof. Lo has confirmed that he does not have any disagreement with the Board and there is no other matters related to his resignation that need to be brought to the attention of the shareholders of the Company.
The biographical details of Prof. Wang and Mr. Au are set out below:
Prof. Wang hongguang , aged 58, is a director and professor of International Center for Bioeconomy, Institute of Multidisciplinary Biomedical Research of Tsinghua University (National Institute of Biological Sciences, Beijing). He is also an executive director and adjunct professor of Peking University’s China Center for Strategic Studies, adjunct professor of Tianjin University and China Pharmaceutical University. Prof. Wang has previously served as a director of Center of Biotechnology Development of China of the Ministry of Science and Technology. Prof. Wang has long been engaged in the research on technology and economic strategy, and has conducted in-depth research on domestic and foreign biotechnology development and industry policies. Prof. Wang was the founder of “Disparity Economics” and has published 21 books including “Bio-economic
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of China” and more than 110 theses. Prof. Wang holds a bachelor’s degree in agriculture from Gansu Agricultural University, a master’s degree in agriculture and a doctorate in agriculture from China Agricultural University. Prof. Wang is currently an independent director of Beijing Tiantan Biological Products Co., Ltd (listed on Shanghai Stock Exchange).
Prof. Wang has entered into a service agreement with the Company for a period of three years commencing from 27 January 2021 and his appointment is subject to retirement and re-election at the annual general meeting in accordance with the articles of association of the Company. Prof. Wang is entitled to receive an annual director’s fee of HK$150,000. His director’s fee is to be determined by the Board and to be authorised by the shareholders of the Company at the annual general meeting with reference to his performance and responsibilities, performance of the Group and prevailing market practices.
Prof. Wang has not held any other positions with any members of the Group and does not have any relationships with any directors, senior management or substantial or controlling shareholders of the Company. Save as disclosed above, Prof. Wang has not held any directorships in any listed public companies in the last three years. As at the date of this announcement, Prof. Wang does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Future Ordinance.
mr. au Chun Kwok alan , aged 48, is the founder and managing director of GT Healthcare Group, a private equity platform focusing on cross border healthcare investments. Prior to that, Mr. Au served as the head of the Asia Healthcare Investment Banking of Deutsche Bank Group, advising healthcare IPO and M&A in the region, an executive director at JAFCO Asia Investment Group, responsible for healthcare investments in China, and an investment director of Morningside Group in charge of healthcare investments in Asia. Mr. Au received a bachelor’s degree in psychology from Chinese University of Hong Kong and a master’s degree in management from Columbia Business School in New York. Mr. Au is a certified public accountant (CPA) in the U.S. and a chartered financial analyst (CFA), and an associate member of the Hong Kong Institute of Financial Analysts and member of the American Institute of Certified Public Accountants.
Mr. Au is currently an independent director of Cellular BioMedicine Group (Nasdaq: CBMG) and I-Mab Biopharma Co., Ltd. (Nasdaq: IMAB), and a panel member for biotechnology of the Innovation and Technology Fund of the Hong Kong SAR Government.
Mr. Au has entered into a service agreement with the Company for a period of three years commencing from 27 January 2021 and his appointment is subject to retirement and re-election at the annual general meeting in accordance with the articles of association of the Company. Mr. Au is entitled to receive an annual director’s fee of HK$360,000. His director’s fee is to be determined by the Board and to be authorised by the shareholders of the Company at the annual general meeting with reference to his performance and responsibilities, performance of the Group and prevailing market practices.
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Mr. Au has not held any other positions with any members of the Group and does not have any relationships with any directors, senior management or substantial or controlling shareholders of the Company. Save as disclosed above, Mr. Au has not held any directorships in any listed public companies in the last three years. As at the date of this announcement, Mr. Au does not have any interest in the shares of the Company within the meaning of Part XV of the Securities and Future Ordinance.
Save as disclosed above, there is no other information to be disclosed pursuant to Rule 13.51(2) of the Rules Governing the Listing of Securities of The Stock Exchange of Hong Kong Limited (“ the listing rules ”) and there is no other matter which needs to be brought to the attention of the shareholders of the Company in connection with the appointments of Prof. Wang and Mr. Au.
Following the above changes, the Company complies with the requirement under Rules 3.10(2) and 3.10A of Listing Rules with the number of independent non-executive directors representing at least one-third of the Board and at least one of the independent non-executive directors having appropriate professional qualifications, and requirements under Rules 3.21 and 3.25 of the Listing Rules with both the Audit Committee and Remuneration Committee of the Company having three members all of whom are independent non-executive directors and chaired by an independent non-executive director.
The Board wishes to take this opportunity to give appreciation to Prof. Lo for his tremendous contribution to the Company during his tenure of office and welcome Prof. Wang and Mr. Au to join the Board and welcome Mr. Wang to the new position.
By order of the board
CSPC Pharmaceutical Group limited Cai dongchen Chairman
Hong Kong, 27 January 2021
As at the date of this announcement, the Board comprises Mr. CAI Dongchen, Mr. ZHANG Cuilong, Mr. WANG Zhenguo, Mr. PAN Weidong, Mr. WANG Huaiyu, Dr. LI Chunlei, Dr. WANG Qingxi, Mr. CHAK Kin Man and Dr. Jiang Hao as executive directors; and Mr. WANG Bo, Dr. YU Jinming, Mr. CHEN Chuan, Prof. WANG Hongguang and Mr. AU Chun Kwok Alan as independent non-executive directors.
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