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Dynagreen Environmental Protection Group Co., Ltd. — Board/Management Information 2021
Oct 21, 2021
49855_rns_2021-10-21_74100531-818f-4963-a3f6-ec6601823300.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.
綠色動力環保集團股份有限公司 Dynagreen Environmental Protection Group Co., Ltd. (a joint stock limited liability company incorporated in the People’s Republic of China) (Stock Code: 1330)*
RE-ELECTION OF THE BOARD OF DIRECTORS AND THE SUPERVISORY COMMITTEE
RE-ELECTION OF THE BOARD OF DIRECTORS
According to the articles of association (the “ Articles ”) of Dynagreen Environmental Protection Group Co., Ltd. (the “ Company ”), the directors of the Company (the “ Director(s) ”) shall be appointed for a term of three years. Upon maturity of the term of office, a Director shall be eligible to offer himself/herself for re-election and reappointment, subject to the approval by the shareholders (the “ Shareholder(s)* ”) at the general meeting of the Company.
The terms of office of the Directors of the current third session of the board of Directors of the Company (the “ Board ”), namely, Mr. QIAO Dewei, Ms. ZHONG Xia and Mr. HU Shengyong as executive Directors; Mr. LIU Shuguang, Mr. CHENG Suning and Mr. ZHANG Zhenhai as non-executive Directors; and Mr. OU Yuezhou, Ms. FU Jie and Mr. XIE Lanjun as independent non-executive Directors, have expired.
Since Mr. ZHANG Zhenhai needs more time for his personal work arrangements and Mr. OU Yuezhou is not eligible for re-election as he has served as independent non-executive Director for two sessions, they will no longer seek re-election at the 2021 second extraordinary general meeting (the “ EGM ”) of the Company. Mr. ZHANG Zhenhai will cease to be a nonexecutive Director upon the conclusion of the EGM and Mr. OU Yuezhou will cease to be an independent non-executive Director upon the conclusion of the EGM. Each of Mr. ZHANG Zhenhai and Mr. OU Yuezhou has confirmed that he has no disagreement with the Company and the Board, nor is there any matter in relation to his retirement that is required to be brought to the attention of the Shareholders.
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Mr. LI Lei has been nominated by the nomination committee of the Company (the “ Nomination Committee ”) and the Board as a candidate for non-executive Director of the fourth session of the Board to be elected at the EGM.
Mr. ZHOU Beihai has also been nominated by the Nomination Committee and the Board as a candidate for independent non-executive Director of the fourth session of the Board to be elected at the EGM.
Mr. QIAO Dewei, Ms. ZHONG Xia, Mr. HU Shengyong, Mr. LIU Shuguang, Mr. CHENG Suning, Ms. FU Jie and Mr. XIE Lanjun are eligible and willing to offer themselves for reelection, and have been nominated by the Nomination Committee and the Board as the candidates for Directors of the fourth session of the Board to be re-elected at the EGM.
The term of office of the Directors elected for the fourth session of the Board shall be three years commencing on the date of approval of the EGM and ending upon the conclusion of the general meeting of the Company at which the fifth session of the Board will be elected. Each of the Directors of the fourth session of the Board will enter into service contracts with the Company.
The biographical and other relevant information of the candidates for Directors of the fourth session of the Board as at the date of this announcement are set out in Appendix I to this announcement. Save as disclosed in this announcement, each of the candidates for the Directors of Board (i) does not have any interests in the Shares and underlying Shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (ii) is not connected with any Director, Supervisor, senior management or substantial Shareholder of the Company; and (iii) has not held any directorship in other public companies, the securities of which are listed on any securities market in Mainland China, Hong Kong or overseas in the last three years.
Save as disclosed in this announcement, as at the date of this announcement, the Board is not aware of any information relating to the aforesaid candidates that is required to be disclosed under Rule 13.51(2)(h) to (v) of the Listing Rules. There are no other matters relating to the appointment that is required to be brought to the attention of the Shareholders.
RE-ELECTION OF THE SUPERVISORY COMMITTEE
According to the Articles of the Company, a supervisor of the Company (the “ Supervisor(s) ”) shall be appointed for a term of three years. As the term of office of Mr. LUO Zhaoguo and Ms. YU Lijun, being the Shareholder representative Supervisors of the current third session of the supervisory committee of the Company (the “ Supervisory Committee ”), has expired, they are eligible and willing to offer themselves for re-election. They have been nominated by the Supervisory Committee as the candidates for Supervisors of the fourth session of the Supervisory Committee to be re-elected at the EGM.
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The term of office of the Supervisors elected for the fourth session of the Supervisory Committee shall be three years commencing on the date of approval of the EGM and ending upon the conclusion of the general meeting of the Company at which the fifth session of the Supervisory Committee will be elected. Each of the Supervisors of the fourth session of the Supervisory Committee will enter into service contracts with the Company.
The biographical and other relevant information of the candidates for Supervisors of the fourth session of the Supervisory Committee (excluding employee representative Supervisor), as at the date of this announcement, are set out in Appendix II to this announcement. Save as disclosed in this announcement, each of the candidates for Supervisors of the Supervisory Committee (i) does not have any interests in the Shares and underlying Shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong); (ii) is not connected with any Director, Supervisor, senior management or substantial Shareholder of the Company; and (iii) has not held any directorship in other public companies, the securities of which are listed on any securities market in Mainland China, Hong Kong or overseas in the last three years.
Save as disclosed in this announcement, as at the date of this announcement, the Board is not aware of any information relating to the aforesaid candidates that is required to be disclosed under Rule 13.51(2)(h) to (v) of the Listing Rules. There are no other matters relating to the appointment that is required to be brought to the attention of the Shareholders.
GENERAL MATTERS
The notice regarding the EGM and the circular regarding the above proposals will be sent to Shareholders in due course.
By order of the Board Dynagreen Environmental Protection Group Co., Ltd.* Qiao Dewei Chairman
Shenzhen, the PRC 21 October 2021
As at the date of this announcement, the executive Directors of the Company are Mr. Qiao Dewei, Ms. Zhong Xia and Mr. Hu Shengyong; the non-executive Directors of the Company are Mr. Liu Shuguang, Mr. Cheng Suning and Mr. Zhang Zhenhai; and the independent non-executive Directors of the Company are Mr. Ou Yuezhou, Ms. Fu Jie and Mr. Xie Lanjun.
- For identification purposes only
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Appendix I: Biographical Details of Candidates for Directors
Mr. QIAO Dewei (喬德衛) , born in January 1967, holds a master’s degree in Business Administration of Peking University HSBC Business School. He successively worked as a clerk and clerk at the deputy director level at the Central Enterprises Management Department of the Bureau of Finance in Hubei Province (湖北省財政廳中央企業管理處) from July 1988 to December 1995. He successively worked as the deputy manager and manager of the Finance Department at Wuhan International Trust and Investment Company (武漢國際信託投資公司) from January 1996 to February 2001. He worked as the assistant to general manager of Wuhan Zhengxin State-owned Assets Management Co., Ltd. (武漢正信國有資產經營有限公司) from March 2001 to September 2005. Since September 2005, he has served various positions at the predecessor of the Company and the Company, including the chief financial officer, acting general manager, general manager and executive Director, and is currently the chairman of the Board of the Company. Mr. QIAO Dewei is entitled to an aggregate emolument of RMB950,307.56, out of which the sum RMB914,012 represents salary and allowance and the sum RMB36,295.56 represents pension. The discretionary bonus will be subject to annual appraisal. The emolument is recommended by the remuneration and appraisal committee of the Board with reference to his role in the Company and the market rate.
Mr. CHENG Suning ( 成蘇寧 ), born in August 1984, graduated from the University of Illinois at Chicago with a master’s degree. He served as the sales consultant of the sales department of Shenyang Huabao Auto Sales & Service Co., Ltd. (瀋陽華寶汽車銷售服務有限公司) from September 2007 to May 2010, and served as officer of sales department of Jianghe Paper Product US Co., Ltd. (江河紙業美國公司) from September 2011 to August 2012. Since April 2013, he has served various positions at the Urban Function and Social Investment Department of BSAM, including project director, project manager, senior project manager, deputy general manager and general manager. Mr. CHENG Suning is currently a Director of the Company. Mr. CHENG Suning will not receive any emolument from the Company.
Mr. LI Lei (李雷) , born in April 1984, graduated from Beijing University with a master’s degree. He worked at Shanghai Shangya Assets Management Company (上海尚雅資產管理 公司) from June 2009 to October 2010, at Sealand Securities Co., Ltd. (國海證券股份有限公 司) from March 2011 to October 2013, and at Industrial Securities Co., Ltd. (興業證券股份有 限公司) from October 2013 to November 2015. He served as the temporary head and deputy general manager of the Industrial Investment Department of Three Gorges Capital Holdings Co., Ltd. (三峽資本控股有限責任公司) from November 2015 to November 2017. Since November 2017, he has served as the deputy general manager of the Investment Business Department of Three Gorges Capital Holdings Co., Ltd. Mr. LI Lei does not hold any positions in the Company or in any of its subsidiaries. Mr. LI Lei will not receive any emolument from the Company.
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Mr. LIU Shuguang (劉曙光) , born in November 1968, is an EMBA from the China Europe International Business School (中歐國際商學院). He served as a director and the vice general manager of Beijing Taikeping Electrical Appliances Limited Company (北京泰克平電子儀器 有限公司) between July 1991 and June 1992. Mr. LIU Shuguang served as a director and the vice general manager of Beijing Huatai Industrial Company (北京華泰實業總公司) from June 1992 to April 1994. Mr. LIU Shuguang has served as the president and a director of Beijing Jupeng Investment Company (北京巨鵬投資公司) since April 1994. Between October 2003 and December 2011, he served as the deputy chairman of the Board of Capital Securities Co., Ltd. (首創證券有限責任公司). Mr. LIU Shuguang is currently a Director of the Company. Mr. LIU Shuguang will not receive any emolument from the Company.
Ms. ZHONG Xia (仲夏) , born in August 1968, graduated from Anhui University of Technology (安徽工業大學) with a bachelor’s degree. She served as a clerk in the equipment division of the design and research institute of Maanshan Iron & Steel Company (馬鞍山 鋼鐵公司) from September 1992 to March 1993. Ms. ZHONG Xia served as the manager of the Commerce Department of Shenzhen Dow’s Trading Co., Ltd. (深圳道斯貿易有限 公司) from March 1993 to March 2000. She has successively served as an assistant to the general manager of the Investment Department, the general manager of the Purchasing Department, the deputy general manager and the deputy secretary of the Party Committee of the Company’s predecessor and the Company since March 2000. Ms. ZHONG Xia is currently an executive Director and the general manager of the Company. Ms. ZHONG Xia is entitled to an aggregate emolument of RMB952,900.1, out of which the sum RMB914,012 represents salary and allowance and the sum RMB38,888.1 represents pension. The discretionary bonus will be subject to annual appraisal. The emolument is recommended by the remuneration and appraisal committee of the Board with reference to her role in the Company and the market rate.
Mr. HU Shengyong (胡聲泳) , born in December 1969, graduated from China University of Geosciences (中國地質大學) with a bachelor’s degree and is a senior accountant. Mr. HU Shengyong served as officer of the finance department of Wuhan Zhengxin State-owned Assets Management Company (武漢正信國有資產經營有限公司) from August 1996 to November 2000. He served as the chief accountant at Wuhan Unity Laser Co., Ltd. (武漢團結鐳射股 份有限公司) from November 2000 to May 2001. Mr. HU Shengyong served as director of the general office of the chief financial officer and a manager of Department of Auditors of Wuhan Zhengxin State-owned Assets Management Company from May 2001 to March 2004. He has served as assistant to the general manager of and the general manager of the Audit Department of Wuhan Securities (武漢證券公司) from April 2004 to September 2005. From September 2005 to August 2008, Mr. HU Shengyong served as the general manager of the Central China Region of Sunrise Environmental Protection Group (晨興環保集團公司 華中區). He has successively served as assistant to the general manager, the chief financial officer, secretary of the Board and executive Director of the Company’s predecessor and the Company since August 2008. Mr. HU Shengyong is currently the deputy secretary of the Party Committee and an executive Director of the Company. Mr. HU Shengyong is entitled to an aggregate emolument of RMB635,428.1, out of which the sum RMB596,540 represents salary and allowance and the sum RMB38,888.1 represents pension. The discretionary bonus will be subject to annual appraisal. The emolument is recommended by the remuneration and appraisal committee of the Board with reference to his role in the Company and the market rate.
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Ms. FU Jie (傅捷) , born in May 1978, graduated with a bachelor’s degree from Central University of Finance and Economics. She is a certified public accountant and a member of the Association of Chartered Certified Accountants (ACCA) and the Hong Kong Institute of Certified Public Accountants. Ms. FU Jie served as the trader, manager, and senior account manager at the Kunming Sales Department of Southwest Securities Company Limited (西 南證券股份有限公司) from September 2000 to July 2004. She worked for Ernst & Young Hua Ming LLP from August 2004 to March 2016, and served as the auditor, senior auditor, manager and senior manager. She served as the chief financial officer of China U-Ton Holdings Limited from April 2016 to July 2019. Ms. FU Jie concurrently served as the independent director of Dahe Media Co., Ltd (8243.HK) from June 2018 to August 2018. She has been appointed as the chief financial officer of China Kangda Food Company Limited (0834.HK) since September 2019. Ms. FU Jie is currently an independent Director of the Company. Ms. FU Jie is entitled to an aggregate emolument of HKD120,000, which is recommended by the remuneration and appraisal committee of the Board with reference to her role in the Company and the market rate.
Mr. XIE Lanjun (謝蘭軍) , born in March 1966, graduated with a bachelor’s degree from Lanzhou University (蘭州大學). Mr. XIE Lanjun served as a lawyer and deputy director of the law firm of the Heyuan Municipal Justice Bureau of Guangdong Province from February 1989 to May 2000. He served as a practicing lawyer of Guangdong V&T Law Firm (廣東萬商 律師事務所) from May 2000 to February 2003. He served as a partner and practicing lawyer of Guangdong Xindongfang Law Firm (廣東新東方律師事務所) from February 2003 to April 2007. He served as a partner and practicing lawyer of Guangdong Allied Law Firm (廣東 雅爾德律師事務所) from April 2007 to September 2010. He has been a senior partner and practicing lawyer of Beijing Zhongyin (Shenzhen) Law Firm (北京市中銀(深圳)律師事務所) since September 2010. Mr. XIE Lanjun is currently an independent Director of the Company and an independent director of Shenzhen Jinjia Group Co.,Ltd. (深圳勁嘉集團股份有限公司 (002191.SZ)), Shenzhen Institute of Building Research Co.,Ltd. (深圳市建築科學研究院股 份有限公司(300675.SZ)) and Rayitek Hi-Tech Film Company Ltd., Shenzhen (深圳瑞華泰 薄膜科技股份有限公司(688323.SH)). Mr. XIE Lanjun is entitled to an aggregate emolument of RMB80,000, which is recommended by the remuneration and appraisal committee of the Board with reference to his role in the Company and the market rate.
Mr. ZHOU Beihai (周北海) , born in April 1963, graduated with a doctoral degree from Tsinghua University. Mr. ZHOU Beihai carried out research on solid waste landfill technology at the University of Fukuoka in Japan from March 1992 to March 1994, and conducted research on photocatalysis water treatment technology at Saitama University in Japan from January 1995 to March 1995. He served as the director of the Registration and Management Centre for the solid waste under the State Administration of Environmental Protection (國家環 保總局固體廢物登記管理中心) from October 1996 to August 2001, and served as the senior diplomatic officer of science and technology at the Chinese Embassy in Japan from September 2001 to December 2004. Mr. ZHOU Beihai has been appointed as the professor at the School of Energy and Environmental Engineering of University of Science and Technology Beijing since January 2005, and was appointed as an independent director of Yunnan Water Investment Co., Limited* (雲南水務投資股份有限公司) (06839.HK) in October 2020. Mr. ZHOU Beihai does not hold any positions in the Company or in any of its subsidiaries. Mr. ZHOU Beihai is entitled to an aggregate emolument of RMB80,000, which is recommended by the remuneration and appraisal committee of the Board with reference to his role in the Company and the market rate.
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Appendix II: Biographical Details of Candidates for Supervisors
Mr. LUO Zhaoguo (羅照國) , aged 43, is the chairman of the Supervisory Committee of the Company and became a Supervisor of the Company on 19 June 2013. Mr. LUO Zhaoguo worked as an accountant of the Finance Department and director assistant of Beijing Metallurgical Equipment Research and Design Institute (北京冶金設備研究設計總院) of China Metallurgical Group Corporation (中冶集團) from August 2000 to August 2007 and from August 2007 to October 2008 respectively. From November 2008 to July 2013, Mr. LUO Zhaoguo served as the fund manager of the Department of Finance Planning of BSAM. Since July 2003, Mr. LUO Zhaoguo has successively served as the deputy general manager and the general manager of the Department of Finance Planning of BSAM. Mr. LUO Zhaoguo graduated with a bachelor’s degree from the Management School of the University of Science and Technology Beijing (北京科技大學) majoring in Accounting in July 2000. Mr. LUO Zhaoguo obtained his master’s degree in Management from Capital University of Economics and Business (首都經濟貿易大學) in July 2009. Mr. LUO Zhaoguo will not receive any emolument from the Company as a Supervisor of the Company.
Ms. YU Lijun (余麗君) , aged 35, graduated with a bachelor’s degree from Military Economics Institute of Chinese People’s Liberation Army (中國人民解放軍軍事經濟學院). From 2008 to 2010, she served as a lawyer assistant in Guangdong Jicheng Law Firm (廣東 濟誠律師事務所); from 2010 to 2014, she served as the head of archives of Yuneng Industry (Group) Company Limited (渝能產業(集團)有限公司); from 2015 to 2016, she served as the head of archives of Shenzhen Ainengsen Technology Co., Ltd.* (深圳市愛能森科技有限 公司); and since 2017, she has been the head of archives of the Company. Ms. YU Lijun will receive remuneration as an employee of the Company but will not receive any emolument as a Supervisor of the Company.
- For identification purposes only
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