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Edianyun Ltd. — Board/Management Information 2024
Jul 17, 2024
50583_rns_2024-07-17_14b87ea4-a0ec-48db-b7a1-716bf2230f5a.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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Edianyun Limited 易點雲有限公司
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 2416)
RESIGNATION OF EXECUTIVE DIRECTOR AND APPOINTMENT OF EXECUTIVE DIRECTOR
RESIGNATION OF EXECUTIVE DIRECTOR
The board (the “ Board ”) of directors (the “ Directors ”) of Edianyun Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) hereby announces that Mr. Xiang Wang (“ Mr. Xiang ”) has tendered his resignation as an executive Director and the vice president of the Company due to the change of his personal life plan, with effect from 17 July 2024.
Mr. Xiang has confirmed that (i) he has no disagreement with the Board; and (ii) there are no other matters in relation to his resignation that need to be brought to the attention of the shareholders of the Company or The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).
Mr. Xiang has demonstrated his commitment, diligence and dedication for the Company during his tenure of office. The Board would like to express its sincere gratitude to Mr. Xiang for his contribution to the Company during his tenure of office as an executive Director and the vice president.
APPOINTMENT OF EXECUTIVE DIRECTOR
The Board further announces that Mr. Tong Jian (“ Mr. Tong ”) has been appointed as an executive Director and the vice president of products with effect from 17 July 2024.
The biographical details of Mr. Tong are set out as follows:
Mr. Tong Jian, aged 41, was appointed as an executive Director and the vice president of products of the Company on 17 July 2024. Mr. Tong joined the Group in August 2021 and successively served as the director of the research and development center and the vice president of the product center. Since April 2024, Mr. Tong has been an executive director and manager of Wuhan Yidian Zhikuai Technology Co., Ltd. (武漢易點致快科技有限公司), Yunshang Yilian (Beijing) Technology Co., Ltd. (雲商易聯(北京)科技有限公司) and Wuhan Yidian Youfu Technology Co., Ltd. (武漢易點優服科技有限公司), all of which are subsidiaries of the Company, respectively. Since April 2024, he has been an executive director of Shanghai Hongyi Technology Co., Ltd. (上 海竑易科技有限公司), a subsidiary of the Company. With approximately 18 years of experience in technology and products, Mr. Tong continues to contribute value to the Company's product
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innovation. Prior to joining the Group, from October 2017 to August 2021, Mr. Tong served as the chief technology officer and the general manager of Kuaihecaishui Business at Beijing Kuaiyouhao Information Technology Co., Ltd. (北京快又好信息技術有限責任公司). From September 2015 to October 2017, he served as the chief product officer of Beijing Shansong Technology Co., Ltd. (北京閃送科技有限公司). From October 2012 to August 2015, Mr. Tong served as the product director at Beijing Sogou Technology Development Co., Ltd.* (北京搜狗科技發展有限公司). Mr. Tong received his bachelor's degree in information management and information system from North China University of Science and Technology in Hebei Province, the PRC in June 2005.
Mr. Tong has entered into a service agreement with the Company for an initial term of three years, with effect from 17 July 2024. Each party to the service agreement is entitled to terminate such agreement by giving not less than three months’ notice in writing. Mr. Tong shall be subject to (i) retirement and re-election at the first annual general meeting of the Company after his appointment; and (ii) retirement by rotation and re-election at least once every three years in accordance with the articles of association of the Company and the Corporate Governance Code as set out in Appendix C1 to the Rules Governing the Listing of Securities on the Stock Exchange (the “ Listing Rules ”). According to his service agreement, Mr. Tong will not receive director’s fee, and the remuneration of Mr. Tong as the vice president of products of the Company will be recommended by the remuneration committee of the Company and determined by the Board with reference to his responsibilities, the Company’s remuneration policy and the prevailing market condition. Mr. Tong receives RMB1,059,778 per year for serving as the vice president of products of the Company. Mr. Tong’s remuneration is subject to annual adjustment in accordance with the performance appraisal policies formulated by the remuneration committee of the Company and at the discretion of the Board. In addition, Mr. Tong is entitled to share-based compensation and benefits.
As of the date of this announcement, Mr. Tong is interested in 3,853,811 relevant shares of the Company (as defined in Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “ SFO ”)), which consist of 144,060 relevant shares from exercising options and options granted (but not yet exercised) to subscribe for 1,194,740 shares of the Company under the pre-IPO option plan adopted by the Company on 25 February 2022, as well as the options granted (but not yet exercised or vested) to subscribe for 2,400,000 shares of the Company and share awards to subscribe for 115,011 shares of the Company under the 2023 share scheme adopted by the Company on 26 January 2024.
Before his appointment became effective, on 16 July 2024, Mr. Tong had obtained the legal advice from a firm of solicitors qualified to advise on Hong Kong law referred to in Rule 3.09D of the Listing Rules and had confirmed that he understood his obligations as a Director, the requirements under the Listing Rules that are applicable to him as a Director and the possible consequences of making a false declaration or giving false information to the Stock Exchange.
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Save as disclosed above, as at the date of this announcement, Mr. Tong (i) does not hold any other position with the Company or any member of the Group; (ii) does not have any relationship with any Directors, senior management or substantial or controlling shareholders of the Company within the meaning of Listing Rules; (iii) does not have any other interests in the shares of the Company within the meaning of the SFO; and (iv) in the last three years prior to the date of this announcement, did not hold any other directorships in any other public companies the securities of which are listed on any securities market in Hong Kong or overseas, or other major appointments and professional qualifications. Save as disclosed above, as at the date of this announcement, there is no other information required to be disclosed pursuant to any of the requirements under Rules 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 in relation to the appointment of Mr. Tong as an executive Director.
By order of the Board Edianyun Limited Ji Pengcheng Chairman and Chief Executive Officer
Beijing, the PRC, 17 July 2024
As at the date of this announcement, the Board comprises Dr. Ji Pengcheng, Mr. Zhang Bin, Mr. He Liang and Mr. Tong Jian as executive Directors; and Mr. Hong Weili, Mr. Song Shiji, Mr. Wang Jingbo and Ms. Li Dan as independent non-executive Directors.
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