Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

GOLDWIND SCIENCE&TECHNOLOGY CO., LTD. Board/Management Information 2011

Jul 28, 2011

50446_rns_2011-07-28_127c024e-e06b-4ca7-9f54-f693aeeca2fb.pdf

Board/Management Information

Open in viewer

Opens in your device viewer

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.

==> picture [464 x 146] intentionally omitted <==

PROPOSED APPOINTMENT OF DIRECTOR APPOINTMENT OF CHAIRMAN OF AUDIT COMMITTEE

AND

PROPOSED AMENDMENTS TO ARTICLES OF ASSOCIATION

A. PROPOSED APPOINTMENT OF DIRECTOR

The Board is pleased to announce that Ms. Hu has been proposed to be elected as a director of the Company.

B. APPOINTMENT OF CHAIRMAN OF AUDIT COMMITTEE

The Board is also pleased to announce that Dr. Tin Yau Kelvin Wong, an independent non-executive director of the Company, has been appointed as the chairman of the audit committee of the Company with effect from 28 July 2011.

C. PROPOSED AMENDMENTS TO ARTICLES OF ASSOCIATION

The Board proposed to amend the Articles of Association of the Company. The proposed amendments to the Articles of Association are subject to the approval by the Shareholders at the general meeting to be convened by the Board in the due course and all necessary approvals, authorisations, or registration (if applicable) to be obtained from or filed with the relevant governmental or regulatory authorities.

A. PROPOSED APPOINTMENT OF DIRECTOR

The board (the “ Board ”) of Xinjiang Goldwind Science & Technology Co., Ltd. (the “ Company ”) is pleased to announce that Ms. Hu Yang (胡陽, “ Ms. Hu ”) has been

proposed to be elected as a director of the Company at the general meeting to be convened by the Board in the due course.

Ms. Hu, aged 44, is currently the General Manager of the Operation and Management Department of China Three Gorges New Energy Corporation (中國三峽新能源公司, formerly known as China Water Resources Investment Company (中國水利投資公司)). From 1994 to 2010, she acted as, among other positions, the deputy director of the General Office of China Water Resources Investment Company, the assistant to the general manager and the vice general manager of Assets Management Company of China Water Resources Investment Company, the vice general manager of Assets Operation and Management Company of China Water Resources Investment Company, the vice general manager of Assets Operation and Management Company of China Water Resources Investment Group Company and the general manager of the Operation Management Department of China Water Resources Investment Group Company. She has over 15 years of experience in investment and assets management. She obtained her Master of economic degree from Minzu University of China in 1994 and is a senior economist.

As at the date of this announcement, save as disclosed in this announcement, Ms. Hu does not have any other interest 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 or controlling shareholders of the Company. Apart from being a director of the Company, Ms. Hu does not hold any other position with the Company or any other member of the group companies of which the Company forms part.

Save for the information disclosed in this announcement, there is no other information to be disclosed pursuant to any of the requirements of the provisions under Rule 13.51(2) of the Rules Governing the Listing of Securities on the Hong Kong Stock Exchange nor are there other matters that need to be brought to the attention of shareholders of the Company (the “ Shareholders ”) in relation to the appointment of Ms. Hu as a director of the Company.

Subject to approval of the Shareholders on the proposed election, the Company will enter into a service contract with Ms. Hu for her services to the Company stating, among other things, her respective annual remuneration (if any) and the length of service.

B. APPOINTMENT OF CHAIRMAN OF AUDIT COMMITTEE

The Board is pleased to announce that Dr. Tin Yau Kelvin Wong, an independent nonexecutive director of the Company, has been appointed as the chairman of the audit committee of the Company with effect from 28 July 2011.

C. PROPOSED AMENDMENTS TO ARTICLES

A special resolution will be proposed at the general meeting to be convened by the Board in the due course for the Shareholders to approve certain amendments to the articles of association of the Company (the “ Articles of Association ”). The proposed amendments to the Articles of Association are mainly for the purposes of providing a clearer guideline to the Shareholders in exercising their rights of proposing a candidate for director or

supervisor and streamlining and strengthening corporate governance.

The proposed amendments to the Articles of Association are subject to the approval of the Shareholders by way of special resolution at the general meeting to be convened by the Board in the due course and all necessary approvals, authorisations, or registration (if applicable) to be obtained from or filed with the relevant governmental or regulatory authorities.

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

Beijing, China, 28 July 2011

As at the date of this announcement, the executive directors of the Company are Mr. Wu Gang and Mr. Guo Jian; the non-executive directors are Mr. Li Ying, Mr. Gao Zhong and Mr. Lv Houjun; and the independent nonexecutive directors are Mr. Wang Yousan, Mr. Shi Pengfei and Dr. Tin Yau Kelvin Wong.

* For identification purpose only