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GF Securities Co., Ltd. — Board/Management Information 2024
Apr 15, 2024
50160_rns_2024-04-15_9719d2c8-c713-4aab-a367-bb7be99c700b.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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GF SECURITIES CO., LTD. 廣發証券股份有限公司
(A joint stock company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 1776)
NOMINATION OF CANDIDATES FOR THE DIRECTORS OF THE ELEVENTH SESSION OF THE BOARD OF DIRECTORS AND NOMINATION OF CANDIDATES FOR THE SUPERVISORS OF THE ELEVENTH SESSION OF THE SUPERVISORY COMMITTEE
The board of directors (the “ Directors ”) of GF Securities Co., Ltd. (the “ Company ”) (the “ Board ”) hereby announces that in view of the requirements of the Articles of Association of the Company (the “ Articles of Association ”), the Board and the supervisory committee of the Company (the “ Supervisory Committee ”) proposed to carry out the re-election.
I. NOMINATION OF CANDIDATES FOR THE NON-INDEPENDENT DIRECTORS OF THE ELEVENTH SESSION OF THE BOARD OF THE COMPANY
According to the nominations from Jilin Aodong Pharmaceutical Group Co., Ltd. (“ Jilin Aodong ”), Liaoning Cheng Da Co., Ltd. (“ Liaoning Cheng Da ”), Zhongshan Public Utilities Group Co., Ltd. (“ Zhongshan Public Utilities ”) and the Board respectively as well as the resolutions passed at the 34th meeting of the tenth session of the Board on April 15, 2024, it was proposed that Mr. Li Xiulin, Mr. Shang Shuzhi, Mr. Guo Jingyi, Mr. Lin Chuanhui, Ms. Sun Xiaoyan, Mr. Qin Li and Mr. Xiao Xuesheng be nominated as the candidates for nonindependent Directors of the eleventh session of the Board of the Company (the “ Candidates for Non-independent Directors ”) for election at the 2023 annual general meeting (the “ AGM ”) of the Company, in which:
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(1) Mr. Li Xiulin, Mr. Shang Shuzhi and Mr. Guo Jingyi shall be the candidates for nonexecutive Directors; and
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(2) Mr. Lin Chuanhui, Ms. Sun Xiaoyan, Mr. Qin Li and Mr. Xiao Xuesheng shall be the candidates for executive Directors.
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Other related matters:
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The independent Directors of the Company issued the Independent Opinions on Nomination of the Candidates for Non-independent Directors of the Eleventh Session of the Board of the Company, approving such nomination of the said persons as the Candidates for Non-independent Directors of the eleventh session of the Board of the Company, respectively, and submission of the same for election at the AGM.
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After the 2024 second meeting of the nomination committee of the tenth session of the Board of the Company reviewed the biographies and other relevant information of each of the Candidates for Non-independent Directors and fully learned their occupations, academic qualifications, job titles, detailed working experience, all part-time jobs, etc., no violation of relevant laws and regulations such as the Company Law, the Securities Law and the Articles of Association or any material breach of credit or other adverse record of each of the Candidates for Non-independent Directors have been found, and they are qualified to serve as non-independent Directors, having relevant expertise and relevant decision-making, supervisory and coordinating abilities, and are in line with the requirements for the performance of the relevant duties. It is approved to nominate the said persons as the Candidates for Non-independent Directors of the eleventh session of the Board of the Company, respectively, and submission of the same for election at the AGM.
The total number of Directors concurrently serving as senior management and employee representatives on the Board of the Company shall not exceed one-half of the total number of Directors of the Company.
The biographies of the above Candidates for Non-independent Directors of the eleventh session of the Board and other information relating to their appointments are set out in the Appendix I to this announcement.
II. RESOLUTION ON THE NOMINATION OF CANDIDATES FOR INDEPENDENT DIRECTORS OF THE ELEVENTH SESSION OF THE BOARD OF THE COMPANY
The Company has received the nomination letter from Jilin Aodong, Liaoning Cheng Da and Zhongshan Public Utilities, nominating Mr. Zhang Chuang, Mr. Wang Dashu and Mr. Li Wenjing as the candidates for independent Directors of the eleventh session of the Board of the Company (the “ Candidates for Independent Directors ”), respectively. Ms. Leung Shek Ling Olivia was nominated as an independent director candidate by the current session of the Board. The thirty-fourth meeting of the tenth session of the Board of the Company resolved to nominate the above four Messrs/Mesdames as Candidates for Independent Directors (together with Candidates for Non-independent Directors, the “ Director Candidates ”), who will be subject to election at the AGM.
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Related matters:
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The independent Directors of the Company issued the Independent Opinions on Nomination of the Candidates for Independent Directors of the Eleventh Session of the Board of the Company, approving such nomination of the said persons as the Candidates for Independent Directors of the eleventh session of the Board of the Company, respectively, and submission of the same for election at the AGM.
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After the 2024 second meeting of the nomination committee of the tenth session of the Board of the Company reviewed the biographies and other relevant information of each of the Candidates for Independent Directors and fully learned their occupations, academic qualifications, job titles, detailed working experience, all part-time jobs, etc., no violation of relevant laws and regulations such as the Company Law, the Securities Law and the Articles of Association or any material breach of credit or other adverse record of each of the Candidates for Independent Directors have been found, and they satisfy the independence requirements and are qualified to serve as independent Directors of the Company, having relevant expertise and relevant decision-making, supervisory and coordinating abilities, and are in line with the requirements for the performance of the relevant duties. It is approved to nominate the said persons as the Candidates for Independent Directors of the eleventh session of the Board of the Company, respectively, and submission of the same for election at the AGM.
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The proposal for the election of independent Directors of the Company shall be reviewed and approved by the Shenzhen Stock Exchange before being submitted for consideration at the AGM.
The biographies of the above Candidates for Independent Directors of the eleventh session of the Board and other information relating to their appointments are set out in the Appendix II to this announcement.
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If they are appointed, the aforementioned Director Candidates will enter into Director’s service contracts with the Company, with their term of office commencing on the date of the resolutions on their appointments as Directors of the Company approved at the AGM and ending at the expiry of the term of the eleventh session of the Board, and they shall be eligible for re-election and re-appointment upon the expiry of the term. The remuneration of the executive Directors shall be determined depending on the relevant policies of the Company and their positions and performance, and mainly comprises of base salary, performance-based remuneration, annuity, staff benefits, social insurance housing fund and others. The remuneration of the executive Directors is determined by the relevant State policies and the relevant regulations of the Company. The remuneration and appraisal committee of the Company is responsible for considering the annual performance-based compensation distribution plan of the management, submitting the same to the Board for approval and disclosing the same in the Company’s annual report of that year. In addition, the annual allowances (before tax) of non-executive Directors and independent non-executive Directors shall be RMB180,000 and RMB270,000, respectively.
To the best knowledge of the Directors of the Company and save as disclosed in this announcement, the aforementioned Director Candidates did not hold any Directorship in the last three years in any other public companies whose securities are listed on any securities market in Hong Kong or overseas; and they do not have any other relationship with any Director, supervisor, senior management or substantial shareholder of the Company nor do they hold any position with the Company or any of its subsidiaries.
None of the aforementioned Director Candidates has any interest in any shares of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “ SFO ”) as at the date of this announcement.
Save as disclosed in this announcement, the Director Candidates have confirmed that they are not aware of any other information and any other matters in respect of their appointment that is required to be disclosed pursuant to the requirements set out in Rules 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”), nor is there any matter that needs to be brought to the attention of the shareholders of the Company.
All of the Candidates for Independent Directors, have confirmed their independence from the Company in accordance with the provisions of Rule 3.13 of the Listing Rules. The Board also considers that all of the Candidates for Independent Directors meet the independence guidelines in respect of the factors referred to in Rules 3.13(1) to (8) of the Listing Rules and are independent in accordance with the terms of the guidelines.
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III. NOMINATION OF CANDIDATES FOR THE SUPERVISORS OF THE ELEVENTH SESSION OF THE SUPERVISORY COMMITTEE
According to the respective nominations by Jilin Aodong, Liaoning Cheng Da and Zhongshan Public Utilities, on April 15, 2024, the 20th meeting of the tenth session of the Supervisory Committee of the Company passed resolutions which propose the nominations of Mr. Wang Zhenyu, Ms. Zheng Chunmei and Ms. Zhou Feimei as the candidates for shareholder representative supervisors of the eleventh session of the Supervisory Committee of the Company (the “ Candidates for the Supervisors ”) for consideration at the AGM.
The biographies of the above Candidates for the Supervisors of the eleventh session of the Supervisory Committee and other information relating to their appointments are set out in the Appendix III to this announcement.
If appointed, the aforementioned Candidates for the Supervisors will enter into supervisors’ service contracts with the Company, with their term of office commencing on the date of the resolutions on their appointments as supervisors of the Company approved at the AGM and ending at the expiry of the term of the eleventh session of the Supervisory Committee, and they shall be eligible for re-election and re-appointment upon expiry of the term. The aforementioned Candidates for the Supervisors will receive allowances from the Company for performing the duties as supervisors in accordance with the Resolution on the Adjustment of Supervisors’ Allowance considered and approved at the annual general meeting in 2015. Annual allowances (before tax) for such supervisors shall be RMB150,000.
To the best knowledge of the Directors of the Company and save as disclosed in this announcement, the aforementioned Candidates for the Supervisors did not hold any directorship in the last three years in any other public companies, the securities of which are listed on any securities market in Hong Kong or overseas; and they do not have other relationship with any Director, supervisor, senior management or substantial shareholder of the Company nor do they hold any position with the Company or any of its subsidiaries.
As at the date of this announcement, none of the aforementioned Candidates for the Supervisors has any interest in any shares of the Company or any of its associated corporations within the meaning of Part XV of the SFO.
Save as disclosed in this announcement, the aforementioned Candidates for the Supervisors have confirmed that they are not aware of any other information and any other matters in respect of their appointment that is required to be disclosed pursuant to the requirements set out in Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor is there any matter that needs to be brought to the attention of the shareholders of the Company.
In addition, the Company is performing the nomination and approval procedures for the election of employee representative supervisor in accordance with the Articles of Association and relevant regulations. The Company will issue a separate announcement in due course on the update of this matter.
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IV. AGM
The Company will convene the AGM relating to, among others, consideration and approval of (if deemed appropriate) the Resolution regarding the Election of the Non-Independent Directors of the Eleventh Session of the Board, the Resolution regarding the Election of the Independent Directors of the Eleventh Session of the Board and the Resolution regarding the Election of the Supervisors of the Eleventh Session of the Supervisory Committee. A circular and a notice on the AGM will be issued to the shareholders of the Company in due course.
By order of the Board GF Securities Co., Ltd. Lin Chuanhui Chairman
Guangzhou, the PRC April 15, 2024
As at the date of this announcement, the Board of the Company comprises Mr. Lin Chuanhui, Mr. Ge Changwei, Ms. Sun Xiaoyan and Mr. Qin Li as executive Directors; Mr. Li Xiulin, Mr. Shang Shuzhi and Mr. Guo Jingyi as non-executive Directors; and Mr. Fan Lifu, Mr. Hu Bin, Ms. Leung Shek Ling Olivia and Mr. Li Wenjing as independent non-executive Directors.
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APPENDIX I
BIOGRAPHIES OF THE CANDIDATES FOR THE NON-INDEPENDENT DIRECTORS OF THE ELEVENTH SESSION OF THE BOARD
Li Xiulin (李秀林) , male, born in March 1953, has served as non-executive Director of the Company since May 2014. Mr. Li Xiulin has been the chairman of Jilin Aodong Pharmaceutical Group Co., Ltd. (a company listed on SZSE, stock code: 000623, formerly known as Yanbian AoDong Pharmaceutical Co., Ltd.) since February 2000. His primary working experience includes: educated youth of Dashan Commune in Dunhua City, Jilin Province from February 1970 to June 1972; doctor of Dunhua Deer Farm in Yanbian, Jilin Province from June 1972 to August 1982; general manager and engineer of Yanbian AoDong Pharmaceutical Company from August 1982 to December 1987; general manager of Yanbian Dunhua Deer Farm from December 1987 to February 1993; chairman and general manager of Yanbian AoDong Pharmaceutical Co., Ltd. (renamed as Jilin Aodong Pharmaceutical Group Co., Ltd. in October 1998) from February 1993 to February 2000. Mr. Li Xiulin obtained an academic diploma of bachelor’s degree qualification in economics from Open College of Central Party School of the Communist Party of China in June 1992 and completed the 28th training course in business administration at Tsinghua University School of Economics and Management from February 2000 to June 2000. Mr. Li Xiulin has connected relationship with Jilin Aodong Pharmaceutical Group Co., Ltd., a shareholder of the Company holding more than 5% of the shares of the Company. He does not have connected relationship with other Directors, supervisors or senior management of the Company. Mr. Li does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange within the latest five years. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
Shang Shuzhi (尚書志) , male, born in October 1952, has served as non-executive Director of the Company since July 2001. Mr. Shang Shuzhi has been the chairman of Liaoning Cheng Da Co., Ltd. (a company listed on SSE, stock code: 600739, formerly known as Liaoning Cheng Da (Group) Co., Ltd. (遼寧成大(集團)股份有限公司)) since August 1993. His primary working experience includes: deputy general manager of Liaoning Province Textiles Import and Export Corporation from December 1987 to February 1991; deputy manager of Liaoning Province Knitwear and Home Textiles Import and Export Corporation in charge of operation and general manager thereof from February 1991 to July 1993; and chairman of Liaoning Cheng Da Group Ltd. from January 1997 to December 2017. Mr. Shang Shuzhi graduated from Dongbei University of Finance and Economics in August 1977, majoring in international trade, and obtained the qualification of senior economist and the qualification of senior international business-engineer from Liaoning Provincial Department of Personnel (now known as Liaoning Provincial Department of Human Resources
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and Social Security) in September 1993 and December 1994, respectively, and obtained an executive master of business administration degree (EMBA) from Dongbei University of Finance and Economics in June 2005. Mr. Shang Shuzhi has connected relationship with Liaoning Cheng Da Co., Ltd., a shareholder of the Company holding more than 5% of the shares of the Company. He does not have connected relationship with other Directors, supervisors or senior management of the Company. Mr. Shang does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of
Association.
Guo Jingyi (郭敬誼) , male, born in June 1975, has served as non-executive Director of the Company since October 2020. Mr. Guo Jingyi has served as Secretary of the Party Committee and chairman of Zhongshan Public Utilities Group Co., Ltd. (a company listed on SZSE, stock code: 000685) since September 2020. His primary working experience includes: an employee of Zhongshan Environmental Protection Engineering Co., Ltd. (中山市環保工程有限公司) from July 1998 to May 2004; manager of Zhongshan Sanxiang Water Supply Co., Ltd. (中山市三鄉供水有 限公司) from May 2004 to May 2008; manager of Zhongshan Water Supply Co., Ltd. Sanxiang branch, deputy general manager and managing deputy general manager of Zhongshan Water Supply Co., Ltd. from May 2008 to November 2009; deputy general manager of water business department of Zhongshan Public Utilities Group Co., Ltd. and general manager of Zhongshan Water Supply Co., Ltd. from November 2009 to February 2011; deputy general manager of Zhongshan Zhonghui Investment Group Company Limited, deputy general manager of water business department of Zhongshan Public Utilities Group Co., Ltd. and general manager of Zhongshan Water Supply Co., Ltd. from February 2011 to July 2011; deputy general manager of Zhongshan Zhonghui Investment Group Company Limited from July 2011 to October 2013; general manager of Zhongshan Transportation Development Group Co., Ltd. from October 2013 to July 2019, during which he also served as executive director and general manager of Zhongshan Rail Transit Co., Ltd. (中山市軌道交通有限公司), executive director of Zhongshan East Outer Ring Expressway Co., Ltd. (中山市東部外環高速公路有限公司), executive director of Zhongshan Transportation Development Investment Co., Ltd. (中山市交發投資有限公司); and director and general manager of Zhongshan Zhonghui Investment Group Company Limited from July 2019 to August 2020. Mr. Guo Jingyi obtained a bachelor’s degree in engineering from Wuyi University in June 1998 and completed in-service postgraduate studies majoring in economics (economic management) at the Graduate School of the Party School of the Communist Party of China in July 2013. Mr. Guo Jingyi has connected relationship with Zhongshan Public Utilities Group Co., Ltd., a shareholder of the Company holding more than 5% of the shares of the Company. He does not have connected relationship with other Directors, supervisors or senior management of the Company. Mr. Guo
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does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board,
other relevant provisions of the relevant stock exchanges and the Articles of Association.
Lin Chuanhui (林傳輝) , male, born in February 1964, has served as general manager of the Company since December 2020, executive Director of the Company since January 2021 and chairman of the Board of the Company since July 2021. His primary working experience includes: cadre of the scientific research office and deputy division researcher of the organization bureau of the Party School of the Central Committee of CPC from July 1985 to December 1995; general manager of Beijing business unit of the investment banking department, deputy general manager of the investment banking department, general manager of the Shanghai business headquarters, and standing deputy general manager of the investment banking department of the Company successively from December 1995 to October 2002; general manager of GF Fund Management Co., Ltd. (“ GF Fund ”) (planning) from October 2002 to August 2003; general manager and vice chairman of GF Fund from August 2003 to December 2020, during which, also as chairman and general manager of Ruiyuan Capital Management Co., Ltd., chairman of the board of directors of GF International Investment Management Limited; chairman of the board of directors of GFHK from September 2021 to December 2021; and director of China Securities Inter-agency Quotation System Co., Ltd. since December 2021. Mr. Lin Chuanhui obtained a bachelor’s degree in economics from Jilin University in July 1985. Mr. Lin Chuanhui does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Lin does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Sun Xiaoyan (孫曉燕) , female, born in June 1972, has served as executive Director of the Company since December 2014, as chief financial officer of the Company since March 2006, and deputy general manager of the Company since April 2011. Her primary working experience includes: staff of capital operation department, finance department and investment banking department, consecutively, since joining the Company in July 1993; deputy general manager of accounting department, deputy general manager of investment and proprietary trading department and general manager of finance department of the Company from September 1998 to March 2014; chief financial officer of GF Fund (planning) from October 2002 to August 2003; chief financial officer and deputy general manager of GF Fund from August 2003 to March 2005; director of GFHK from August 2013 to May 2019; director of GF Fund since June 2007; and chairman and supervisor of the Supervisory Committee of ECT since December 2014. Ms. Sun Xiaoyan obtained a bachelor’s degree in economics from Renmin University of China in July 1993 and a master’s degree in business administration from China Europe International Business School in September 2007. Ms. Sun Xiaoyan does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Ms. Sun does not hold any shares of the Company. She has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. She has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. She has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. She has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Qin Li (秦力) , male, born in May 1968, has served as executive Director of the Company since April 2011 and a corporate chief officer since December 2020. His primary working experience includes: standing deputy general manager at the department of investment banking administration, general manager of the investment and wealth management department, general manager of capital operation department, general manager of planning and development department, general manager of investment department, assistant to general manager, deputy general manager and standing deputy general manager of the Company from March 1997 to December 2020; director of E Fund from March 2002 to October 2004 and from May 2012 to March 2023; director of GF Fund (planning) from October 2002 to August 2003; director of GF Fund from August 2003 to March 2005; chairman of GF Xinde from May 2010 to August 2013; chairman of the board of Guangdong Equity Exchange Co., Ltd. from September 2013 to April 2017; chairman of GF Asset Management from June 2018 to October 2019; director and chairman of GFHK from September 2006 to September 2021; and chairman and general manager of GF Asset Management since December 2021. Mr. Qin Li obtained a bachelor’s degree in economics from Shanghai University of Finance and Economics in July 1992, a master’s degree in commercial economics from Jinan University in June 1995, a doctorate degree in economics from Renmin University of China in July 2003 and completed business administration program for senior executives from Cheung Kong Graduate School of Business in September 2013. Mr. Qin Li does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Qin does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Xiao Xuesheng (肖雪生) , male, born in November 1972, has served as the director of GF Xinde Investment Management Co., Ltd. (a wholly-owned subsidiary of the Company) since July 2010 and the chairperson of GF Xinde Investment Management Co., Ltd. since September 2021. His primary working experience includes: trader of sales department at Jianhua South Road in Beijing, office clerk, deputy general manager of the administrative department, general manager of the administrative department, general manager of the office, general manager of the merger and acquisition department, deputy general manager of the general department of investment banking business management of the Company successively from July 1994 to July 2010; general manager of GF Xinde Investment Management Co., Ltd. from July 2010 to September 2021. Mr. Xiao Xuesheng obtained a bachelor’s degree in law from Renmin University of China in June 1994. Mr. Xiao Xuesheng does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Xiao does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange within the latest five years. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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APPENDIX II
BIOGRAPHIES OF THE CANDIDATES FOR THE INDEPENDENT DIRECTORS OF THE ELEVENTH SESSION OF THE BOARD
Leung Shek Ling Olivia (梁碩玲) , female, born in December 1971, has served as independent non-executive Director of the Company since June 2020. She has been the principal lecturer of the Faculty of Business and Economics of the University of Hong Kong since July 2011 and the associate dean of the Faculty of Business and Economics of the University of Hong Kong since January 2020. Her primary working experience includes: associate professor of accounting at the City University of Hong Kong from August 2004 to June 2011; director of the International Business and Global Management Program and assistant dean of the Faculty of Business and Economics of the University of Hong Kong from June 2016 to December 2019; and independent director of Yoho Group Holdings Limited (a company listed on the Hong Kong Stock Exchange, stock code: 2347) since July 2023. Ms. Leung Shek Ling Olivia obtained a bachelor’s degree from the University of British Columbia in Canada and a doctorate degree from the Chinese University of Hong Kong in June 1994 and June 2004, respectively. Ms. Leung Shek Ling Olivia does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Ms. Leung does not hold any shares of the Company. She has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. She has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. She has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. She has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Li Wenjing (黎文靖) , male, born in July 1979, has served as an independent non-executive Director of the Company since June 2020. Mr. Li Wenjing served as professor of the management faculty of Jinan University since October 2013 and served as the dean of the management faculty of Jinan University since March 2019. His primary working experience includes: lecturer and associate professor at the management faculty and deputy director and director of the Accounting Department of Jinan University from July 2006 to July 2020; an independent director of Longse Technology Co., Ltd from December 2016 to August 2020; an independent director of Shenzhen Xunfang Technology Co., Ltd from May 2017 to May 2020; an external supervisor of China Guangfa Bank Co., Ltd. from June 2017 to June 2023; an independent director of By-Health Co., Ltd.(a company listed in Shenzhen Stock Exchange, stock code: 300146) from September 2017 to September 2020; an independent director of Zhuhai Huajin Capital Co., Ltd. (a company listed in Shenzhen Stock Exchange, stock code: 000532) from December 2017 to March 2021. Mr. Li Wenjing obtained a bachelor’s degree and a doctoral degree from Sun Yat-Sen University in June 2001 and June 2006, respectively. Mr. Li Wenjing does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Li does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Zhang Chuang (張闖) , male, born in May 1978, has served as professor at and dean of the School of Law of Changchun University of Science and Technology since September 2015 and since August 2020, respectively. His primary working experience includes: lecturer, associate professor, professor, deputy director of scientific research division, deputy director and director of social sciences division of the School of Law of Changchun University of Science and Technology from June 2004 to May 2020, during which he also served as a part-time lawyer at Jilin Zhihui Law Firm (吉林智輝律師事務所) from June 2008 to June 2010. Mr. Zhang Chuang obtained an academic diploma of bachelor’s degree qualification in Chinese language and literature from Northeast Normal University in December 2001 and a master’s degree and a doctorate degree in law from Jilin University in June 2004 and in June 2008, respectively. Mr. Zhang Chuang does not have connected relationship with any shareholder holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Zhang does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Wang Dashu (王大樹) , male, born in September 1956, has served as a professor at the Economics faculty of Peking University since August 2003. His primary working experience includes: an independent director of Huadian Power International Corporation Limited (a company listed in Shanghai Stock Exchange, stock code: 600027) from May 2015 to June 2021; an independent director of Jilin Jien Nickel Industry Co., Ltd since December 2018; an independent director of China Green Electricity Investment of Tianjin Co., Ltd. (a company listed in Shenzhen Stock Exchange, stock code: 000537) since December 2023. Mr. Wang Dashu obtained a Bachelor’s degree and a Master’s degree in Economics from Peking University in August 1982 and in December 1984 respectively. He obtained a doctorate degree in Economics from LaTrobe University in Australia in August 1999. Mr. Wang Dashu does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Mr. Wang does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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APPENDIX III
BIOGRAPHIES OF THE CANDIDATES FOR THE SUPERVISORS OF THE ELEVENTH SESSION OF THE SUPERVISORY COMMITTEE
Wang Zhenyu (王振宇) , male, born in December 1981, has served as secretary to the board of directors of Jilin Aodong Pharmaceutical Group Co., Ltd. since July 2017, director of Jilin Aodong Pharmaceutical Group Co., Ltd. since July 2020, and deputy general manager of Jilin Aodong Pharmaceutical Group Co., Ltd. since January 2022 (during which, also as director of Zhongshan Public Small Amount Loans Company Limited since May 2013). His primary working experience includes: secretary of the office of the board of directors, assistant to the secretary of the board of directors and representative of securities affairs of Jilin Aodong Pharmaceutical Group Co., Ltd. from July 2004 to June 2009, secretary to the board of directors of Yan Bian Road Construction Co., Ltd. (延邊公路建設股份有限公司) from July 2009 to February 2010; representative of securities affairs of Jilin Aodong Pharmaceutical Group Co., Ltd. from March 2010 to July 2017 (during which, also as employee representative supervisor of Jilin Aodong Pharmaceutical Group Co., Ltd. from July 2014 to July 2017). Mr. Wang Zhenyu obtained a bachelor’s degree in law and a bachelor’s degree in finance from Changchun Taxation College (長春稅務學院) and a master’s degree from Jilin University in December 2003, July 2004 and December 2017, respectively. He completed the postgraduate programme of business management held by the School of Continuing Education of Tsinghua University from April 2007 to April 2008. He completed the Executive Master of Business Administration (EMBA) programme from the School of Management of Jilin University from December 2009 to December 2010. Mr. Wang Zhenyu has connected relationship with Jilin Aodong Pharmaceutical Group Co., Ltd., a shareholder of the Company holding more than 5% of the shares of the Company. He does not have connected relationship with other Directors, supervisors or senior management of the Company. Mr. Wang does not hold any shares of the Company. He has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. He has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. He has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. He has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Zheng Chunmei (鄭春美) , female, born in February 1965, has served as a professor in the Accountancy department of the Economics and Management Faculty of Wuhan University since September 2007. Her primary working experience includes: teaching assistant, lecturer and associate professor of the Accountancy department of Wuhan University successively from June 1986 to June 2007; an independent director of Huachangda Intelligent Equipment Co., Ltd (a company listed in Shenzhen Stock Exchange, stock code: 300278) from May 2013 to May 2020; an independent director of HNA Technology Co., Ltd. (a company listed in Shanghai Stock Exchange, stock code: 600751) from June 2014 to June 2020; an independent director of Routon Electronic Co., Ltd. (a company listed in Shanghai Stock Exchange, stock code: 600355) from August 2015 to June 2021; an independent director of Accelink Technologies Co., Ltd. (a company listed in Shenzhen Stock Exchange, stock code: 002281) from May 2016 to August 2022; an independent director of Hubei Hongyu New Packaging Materials Co., Ltd. (a company listed in Beijing Stock Exchange, stock code: 837174) from March 2021 to December 2023; an independent director of Shenzhen Zhongheng Huafa Co., Ltd. (a company listed in Shenzhen Stock Exchange, stock code: 000020) since September 2019; an independent director of Hubei Bank Corporation Limited since December 2020; an independent director of Hubei Yihua Chemical Industry Co., Ltd. (a company listed in Shenzhen Stock Exchange, stock code: 000422) since February 2022; an independent director of Huachangda Intelligent Equipment Co., Ltd (a company listed in Shenzhen Stock Exchange, stock code: 300278) from April 2022; an independent director of Hubei Chenke Agriculture And Animal Husbandry Group Co., Ltd. since January 2024. Ms. Zheng Chunmei obtained a bachelor’s degree in Economics, a Master’s degree in Management and a doctorate degree in Economics from Wuhan University in June 1986, June 1997 and June 2005, respectively. Ms. Zheng Chunmei does not have connected relationship with any shareholder of the Company holding more than 5% of the shares of the Company, or other Directors, supervisors or senior management of the Company. Ms. Zheng does not hold any shares of the Company. She has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. She has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. She has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. She has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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Zhou Feimei (周飛媚) , female, born in February 1985, has served as secretary to the board of directors of the Zhongshan Public Utilities Group Co., Ltd. since October 2021. Her primary working experience includes: investment specialist of the project planning center, vice director of the investment and development department and deputy manager of the investment and operation department (presiding over work) of the Zhongshan Transportation Development Group Co., Ltd. from July 2010 to July 2018; researcher (department manager level) of the research department II of Zhongshan Financial Securities Research Institute Co., Ltd. (中山市金融證券研究所有限公司 研究二部) from July 2018 to March 2020; the investment director of the investment department of Zhongshan Zhonghui Investment Group Company Limited from March 2020 to February 2021; assistant to general manager (investment direction) of Zhongshan Public Utilities Group Co., Ltd. from February 2021 to October 2021. Ms. Zhou Feimei obtained a bachelor’s degree in management from Hebei University of Science and Technology in June 2007 and a master’s degree in economics from Jinan University in June 2010. Ms. Zhou Feimei has connected relationship with Zhongshan Public Utilities Group Co., Ltd., a shareholder of the Company holding more than 5% of the shares of the Company. She does not have connected relationship with other Directors, supervisors or senior management of the Company. Ms. Zhou does not hold any shares of the Company. She has not been subject to any penalties imposed by the CSRC and other relevant authorities or disciplinary sanctions by any stock exchange. She has not been subject to any case of investigation commenced by judicial authorities due to suspected offences and not been subject to any case of investigation commenced by the CSRC due to suspected violation of laws and regulations for which definitive conclusions are pending. She has not committed any discreditable behaviors and has not been publicly named by the CSRC on the securities and futures market platform for public enquiry of information on legal violations and discredit or included by a people’s court in a list of discredited parties subject to enforcement. There are no circumstances as set out in Rule 3.2.2 of the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board. She has met the qualifications required by the relevant laws, administrative regulations, departmental rules, normative documents, the Rules Governing the Listing of Stocks on the Shenzhen Stock Exchange, the Self-Regulatory Guidelines No. 1 for Companies Listed on the Shenzhen Stock Exchange – Standardized Operation for Companies Listed on Main Board, other relevant provisions of the relevant stock exchanges and the Articles of Association.
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