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.

Medlive Technology Co., Ltd. Board/Management Information 2006

Jun 27, 2006

50436_rns_2006-06-27_6503a88f-db89-4c70-bd29-0c00674fb8f2.pdf

Board/Management Information

Open in viewer

Opens in your device viewer

GUANGDONG KELON ELECTRICAL HOLDINGS COMPANY LIMITED 廣東科龍電器股份有限公司

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 0921)

RESOLUTIONS PASSED AT THE FIRST MEETING OF THE SIXTH BOARD OF DIRECTORS

This announcement is made pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”).

The sixth board of directors (the “Sixth Board”) of Guangdong Kelon Electrical Holdings Company Limited (the “Company”) convened its first meeting (the “Meeting”) at the conference room of the Company’s head office, Shunde District, Foshan City, Guangdong Province of the People’s Republic of China (the “PRC”) on 26 June 2006 at 11:30 a.m.. All of the nine directors of the Company attended the Meeting, of whom executive directors Mr. Tang Ye Guo, Mr. Su Yu Tao, Mr. Xiao Jian Lin, Mr. Lin Lan and Mr. Zhang Ming and independent non-executive directors Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren, attended the Meeting in person, while executive director Ms. Yu Shu Min attended the Meeting and voted by way of telephone. The Meeting was chaired by Mr. Tang Ye Guo and was held in compliance with the Company Law of the PRC and the articles of association of the Company (the “Articles of Association”). The following resolutions were considered and passed at the Meeting:

  1. Approved the removal of Mr. Tang Ye Guo as president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes;

  2. Approved the removal of Mr. Lin Lan as vice-president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes;

  3. Approved the removal of Mr. Su Yu Tao as vice-president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes;

  4. Approved the appointment of Mr. Tang Ye Guo as chairman of the Sixth Board with 9 affirmative votes, 0 objected votes and 0 abstained votes;

  5. Approved the removal of Mr. Liu Cong Meng as the secretary of the board of directors of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes, and Mr. Tang Ye Guo, the chairman of the board of directors of the Company, will perform the duties of the secretary of the board of directors of the Company until designation of a person to act as secretary of the board of directors of the Company;

  6. Approved the appointment of Mr. Su Yu Tao as president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes;

1

  1. Approved the appointment, as nominated by the president of the Company, of Mr. Zhang Ming as vice-president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes;

  2. Approved the appointment, as nominated by the president of the Company, of Ms. Wang Jiu Cun as vice-president of the Company with 9 affirmative votes, 0 objected votes and 0 abstained votes (see attached for Ms. Wang Jiu Cun’s biographies);

Independent non-executive directors Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren, considered that the above appointment of senior management was in compliance with the Company Law of the PRC and the Articles of Association, and the procedure of voting at the Meeting was in compliance with the provisions of relevant laws and regulations.

  1. Approved the appointment of independent non-executive directors Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren, as members of the audit committee of the Sixth Board (the “Audit Committee”), and Mr. Lu Qing as the chairman of the Audit Committee, with 9 affirmative votes, 0 objected votes and 0 abstained votes.

  2. Approved the appointment of executive directors Ms. Yu Shu Min and Mr. Tang Ye Guo and independent non-executive directors Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren, as members of the remuneration and evaluation committee of the Sixth Board (the “Remuneration and Evaluation Committee”), and Mr. Zhang Sheng Ping as the chairman of the Remuneration and Evaluation Committee, with 9 affirmative votes, 0 objected votes and 0 abstained votes.

The term of office of the each of the above personnel commences from the date of this announcement and terminates on the expiration of the term of the Sixth Board.

Mr. Xiao Jian Lin and Mr. Shi Yong Chang shall continue to act as the vice-presidents of the Company. Mr. Gary Li will continue to act as the Company secretary of the Company in respect of Hong Kong affairs.

Trading in the A Shares

As the Company is unable to publish the annual report of the Company for the financial year ended 31 December 2005 (the “Annual Report”) and the quarterly report of the Company for the three months ended 31 March 2006 (the “First Quarterly Report”) on or before 30 April 2006 as required by the relevant laws and regulations in the PRC, trading in the A Shares of the Company on the Shenzhen Stock Exchange was suspended from 8 May 2006 until the Annual Report and the First Quarterly Report are published.

If the Company is unable to publish the Annual Report and the First Quarterly Report by 30 June 2006, trading in the A Shares of the Company will resume on 3 July 2006 and the procedures in relation to a warning of risk of delisting will be implemented in respect of the A Shares of the Company.

2

Trading in the H Shares

At the request of the Company, trading in the H Shares of the Company was suspended with effect from 10:00 a.m. on 16 June 2005 pending the release of an announcement in relation to price sensitive information. Subject to the publication of the annual results of the Company for the financial year ended 31 December 2005 and further announcements in relation to, amongst others, the financial, production and trading position of the Group, and the satisfaction by the Stock Exchange of the adequacy of the internal control measures of the Company, trading in the H Shares of the Company will remain suspended until further notice.

By order of the Board of Guangdong Kelon Electrical Holdings Company Limited Tang Ye Guo Chairman

As at the date of this announcement, the Company’s executive directors are Mr. Tang Ye Guo, Ms. Yu Shu Min, Mr. Su Yu Tao, Mr. Xiao Jian Lin, Mr. Lin Lan and Mr. Zhang Ming; and the independent nonexecutive directors are Mr. Zhang Sheng Ping, Mr. Lu Qing and Mr. Cheung Yui Kai, Warren.

Foshan City, Guangdong, the PRC, 26 June 2006

Attachment :

Wang Jiu Cun, female, aged 52, graduated from Nankai University in 1986 and worked at the 4th Project Commanding Office of Kelon Holding from 1991 to 1993. She had been a planner, the deputy manufacturing section chief, the section chief and the deputy director at manufacturing system of Guangdong Kelon Air-Conditioner Co., Ltd. from 1993 to 1998, the director of marketing management department and the director of after service department of Guangdong Kelon Air-Conditioner Co., Ltd. from 1998 to 2000, the chief of the first plant, the chief of the second plant of Guangdong Kelon AirConditioner Co., Ltd. from 2000 to July 2002, manufacturing deputy general manager and the director of the manufacturing department of Guangdong Kelon Air-Conditioner Co., Ltd. from August 2002 to August 2004, the manufacturing deputy general manager of Guangdong Kelon Air-Conditioner Co., Ltd. from September 2004 to May 17 2006, the president’s assistant of Guangdong Kelon Electrical Holdings Company Limited and the general manager of Guangdong Kelon Air-Conditioner Co., Ltd. from May 18 2006 to present, and the vice president of the Company since June 26 2006.

“Please also refer to the published version of this announcement in China Daily”

3