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Fufeng Group Limited Board/Management Information 2017

Sep 25, 2017

49286_rns_2017-09-25_b8f78172-3e24-4bf7-963f-5cb40ce4ae70.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 document, 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 document.

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Fufeng Group Limited 阜豐集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 546)

RESIGNATION AND APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF AUDIT COMMITTEE AND REMUNERATION COMMITTEE, AND MEMBER OF NOMINATION COMMITTEE

RESIGNATION OF INDEPENDENT NON-EXECUTIVE DIRECTOR

The board (the “ Board ”) of Directors (the “ Directors ”) of Fufeng Group Limited (the “ Company ”) announces that Mr. Sun Yu Guo (“ Mr. Sun ”) has tendered his resignation as an independent non-executive Director, the chairman of the audit committee (the “ Audit Committee ”) and the remuneration committee (the “ Remuneration Committee ”) and a member of the nomination committee (the “ Nomination Committee ”) of the Company with effect from 25 September 2017 due to personal health reason.

His resignation has been accepted by the Board. Mr. Sun confirmed that he has no disagreement with the members of the Board and there is no other matter relating to his 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 for his valuable contributions to the Company during his tenure of services.

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APPOINTMENT OF INDEPENDENT NON-EXECUTIVE DIRECTOR, CHAIRMAN OF AUDIT COMMITTEE AND REMUNERATION COMMITTEE, AND MEMBER OF NOMINATION COMMITTEE

The Board is pleased to announce that Mr. Xiao Jian Lin (“ Mr. Xiao ”) has been appointed as an independent non-executive Director, the chairman of Audit Committee and Remuneration Committee, and a member of Nomination Committee with effect from 26 September 2017 in order to comply with rule 3.10A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”).

Mr. Xiao Jian Lin (肖建林) (“ Mr. Xiao ”), aged 49, has over 25 years’ experience in the field of accounting and financial management. Mr. Xiao graduated from the Department of Economics and Management of North Jiaotong University and got his master’s degree from the Department of Accounting of Xiamen University. From 1997 to 2015, Mr. Xiao served in Hisense Group Co., Ltd. as vice president and head of Business Administrative Department. During the period, Mr. Xiao once served as president of Hisense Kelon Electric Limited Company, a company listed in the Stock Exchange (stock code: 921.HK) and The Shenzhen Stock Exchange (stock code: 000921.SZ). Mr. Xiao was also responsible for the important management positions such as business daily operation, financial management, auditing, legal affairs and information technology of Hisense Group Co., Ltd. Mr. Xiao also act as principal of a number of subsidiaries owned by Hisense Group Co., Ltd. Currently, Mr. Xiao is a member of the Chinese People’s Political Consultative Conference of Shandong Province and is also a private investor.

Mr. Xiao does not have any relationship with any directors, senior management, substantial or controlling shareholders of the Company. Save as disclosed above, he did not have any directorships in other listed public companies in the last three years nor has held any other position with the Company and any of its subsidiaries. As at the date of this announcement, Mr. Xiao does not have any interests in the shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance.

Mr. Xiao has entered into a service agreement with the Company commencing from 26 September 2017 and is subject to retirement from office and re-election at the next following general meeting of the Company in accordance with the articles of association of the Company. Mr. Xiao will be entitled to a director’s fee of RMB150,000 per annum which is determined by the Board with reference to the duties and responsibilities concerned.

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Mr. Xiao has confirmed that he meets the independence criteria as set out in Rule 3.13 of the Listing Rules. Save as disclosed above, there are no other matters relating to the appointment of Mr. Xiao which need to be brought to the attention of the shareholders of the Company and there is no other information that is required to be disclosed pursuant to Rule 13.51(2) of the Listing Rules.

The Board would like to extend its warm welcome to Mr. Xiao.

By order of the board Fufeng Group Limited Li Xuechun Chairman

Hong Kong, 25 September 2017

As at the date of this announcement, the executive directors of the Company are Mr. Li Xuechun, Mr. Zhao Qiang, Mr. Li Deheng, Mr. Pan Yuehong and Mr. Li Guangyu and the independent non-executive directors of the Company are Mr. Qi Qing Zhong and Ms. Zheng Yu.

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