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GOLDWIND SCIENCE&TECHNOLOGY CO., LTD. Board/Management Information 2016

Aug 26, 2016

50446_rns_2016-08-26_53248c83-0728-4e95-837a-2f31d3b09a4c.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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PROPOSED ELECTION OF

INDEPENDENT NON-EXECUTIVE DIRECTOR

The board of directors (the “ Board ”) of Xinjiang Goldwind Science & Technology Co., Ltd. (the “ Company ”) has received on 22 August 2016 Mr. Christopher F. Lee’s (“ Mr. Lee ”) resignation as an independent non-executive director of the Company. For more information, please see the Company’s announcement dated 22 August 2016.

The Board is pleased to announce that Dr. Tin Yau Kelvin Wong (黃天祐) (“ Dr. Wong ”) has been nominated and reviewed by Nomination Committee of the Company. Dr. Wong has been proposed to be elected as an indepependent non-executive director of the Company at an extraordinary general meeting (the “ EGM ”) of the Company to be convened as soon as practicable. A notice for convening the EGM will be despatched to the shareholders of the Company in accordance with the requirements of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and the Company’s articles of association. The Board has also proposed the appointment of Dr. Wong as a member of the Audit Committee of the Company, effective upon the approval of Dr. Wong’s appointment by the shareholders of the Company at the EGM.

Dr. Wong, aged 56, obtained his MBA from Andrews University in Michigan, USA, and his Doctorate of Business Administration from The Hong Kong Polytechnic University. Dr. Wong previously served as an independent non-executive director of the Company from June 2011 to June 2016. Since 1996, Dr. Wong serves as an executive director and deputy managing director of COSCO Shipping Ports Limited, the securities of which are listed on the Stock Exchange.

Dr. Wong currently serves as a non-executive director of the Hong Kong Securities and Futures Commission, member of the Financial Reporting Council, member of the Corruption Prevention Advisory Committee of the Independent Commission Against Corruption, member of the board of Hong Kong Sports Institute Limited, council member of The Hong Kong Management Association, key member of the OECD/World Bank

Asian Corporate Governance Roundtable, and council advisor of the Hong Kong Chinese Orchestra Limited. Dr. Wong was appointed as the Justice of the Peace by the government of Hong Kong Special Administrative Region in 2013.

Dr. Wong currently also serves as an independent non-executive director and chairman of the audit committee of China ZhengTong Auto Services Holdings Limited, as an independent non-executive director and chairman of the audit committee for I.T Limited,as an independent non-executive director and chairman of the audit committee and nomination committee for Huarong International Financial Holdings Limited, as an independent non-executive director and chairman of the nomination committee of Bank of Qingdao Co., Ltd., and as an independent non-executive director and chairman of the remuneration and assessment committee of Shanghai Fosun Pharmaceutical (Group) Co., Ltd. The securities of each of the aforementioned companies are listed on the Stock Exchange and the securities of Shanghai Fosun Pharmaceutical (Group) Co., Ltd. are also listed on Shanghai Stock Exchange .

As at the date of this announcement, Dr. Wong does not have any interests in the Company’s securities within the meaning of Part XV of the Securities and Futures Ordinance nor any relationships with any directors, senior management, or substantial shareholders of the Company other than disclosed above. Apart from the proposed appointments mentioned herein, Dr. Wong does not hold any other position with the Company or any other member of the group of companies of which the Company forms a part. Save as disclosed above, Dr. Wong does not hold any directorship in other listed public companies in the three years preceding the date of this announcement.

Save as disclosed in this announcement, there is no other information to be disclosed pursuant to any of the requirements under Rule 13.51(2) of the Listing Rules, nor are there other matters that need to be brought to the attention of shareholders in relation to the proposed appointment of Dr. Wong as an independent non-executive director of the Company.

Subject to the approval of shareholders of the Company at the EGM, the Company will enter into a service contract with Dr. Wong, for his service to the Company, stating, among other things, his annual remuneration and length of service. Dr. Wong shall be entitled to remuneration of RMB200,000 (before tax) per annum, as independent non-executive director, with a term of office beginning from the day following the date on which the relevant resolution is approved at the EGM until the expiry of the sixth session of the Board. In addition, in accordance with Law of Company and Standard Operation Guidelines of Listed Company of Small and Medium Sized Enterprises Board on the Shenzhen Stock Exchange , Mr. Lee's resignation will take effect upon the approval of shareholders of the Company at the EGM in relation to Dr. Wong’s appointment.

By order of the Board Xinjiang Goldwind Science & Technology Co., Ltd. Ma Jinru Company Secretary

Beijing, 26 August 2016

As at the date of this announcement, the executive directors of the Company are Mr. Wu Gang, Mr. Wang Haibo and Mr. Cao Zhigang; the non-executive directors are Mr. Yu Shengjun, Mr. Zhao Guoqing, and Mr. Fengwei; and the independent non-executive directors are Mr. Yang Xiaosheng, Mr. Luo Zhenbang and Mr. Christopher F. Lee.

* For identification purpose only