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Medlive Technology Co., Ltd. — Board/Management Information 2014
Mar 27, 2014
50436_rns_2014-03-27_6ebdb5c0-9f8a-4040-aeed-0a23fa2309fc.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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HISENSE KELON ELECTRICAL HOLDINGS COMPANY LIMITED 海信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: 00921)
ANNOUNCEMENT ON RESIGNATION OF DIRECTORS CHANGE OF PRESIDENT AND PROPOSED APPOINTMENT OF DIRECTORS
On 27 March 2014, the board of directors of Hisense Kelon Electrical Holdings Company Limited (the “ Company ”) received the resignation from Mr. Ren Li Ren and Mr. Gan Yong He, directors of the Company, that due to job rearrangement, Mr. Ren Li Ren and Mr. Gan Yong He resigned as directors of the Company and Mr. Ren Li Ren at the same time, resigned as a member of the Nomination Committee and the Strategic Committee of the board of directors of the Company with effect from 27 March 2014. The board of directors of the Company has accepted the resignation of Mr. Ren Li Ren and Mr. Gan Yong He and expresses its gratitude to them for their contributions to the Company during their tenure of office. Mr. Ren Li Ren and Mr. Gan Yong He have confirmed to the board of directors of the Company that they have not had any disagreements with the board of directors of the Company during their directorship and there are no other matters that need to be brought to the attention of the holders of the securities of the Company and The Stock Exchange of Hong Kong Limited (the “Stock Exchange” ). Following the resignation of Mr. Ren Li Ren as a director of the Company, Mr. Ren Li Ren ceased to be the president of the Company and Mr. Xiao Jian Lin ( “Mr. Xiao” ) (please refer to Note 1 for the biographies of Mr. Xiao) has become the president of the Company in his stead with effect from 27 March 2014 and his term of office will expire at the end of the eighth session of the board of directors of the Company (that is, 25 June 2015).
In accordance with the relevant laws, regulations and the articles of association of the Company, the board of directors of the Company has nominated Mr. Tian Ye ( “Mr. Tian” ) and Mr. Huang Xiao Jian ( “Mr. Huang” ) as director candidates for the eighth session of the board of directors of the Company. Such nomination will be proposed at the general meeting of the Company (the “ General Meeting ”) for approval (please refer to Note 2 for the biographies of Mr. Tian and Mr. Huang ). If Mr. Tian and Mr. Huang are elected, their term of office will commence from the date of their appointment at the General Meeting and expire at the end of the eighth session of the board of directors of the Company (that is, 25 June 2015).
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A circular containing, among other things, details of the proposed appointment of Mr. Tian and Mr. Huang as directors of the Company and the notice of the General Meeting will be dispatched to the shareholders of the Company in due course.
Notes :
Note 1- Biography of president:
Mr. Xiao , aged 46, has successively served as the deputy head of operation centre, the head of finance centre, head of finance department and assistant to president of Hisense Company Limited ( “Hisense Group” ). He was the head of audit department of Hisense Group from August 2007 to January 2009. He has been the vice-president of Hisense Group from January 2008 to January 2014, the head of finance and operation management centre of Hisense Group from January 2009 to January 2014, a director of Hisense Group since January 2000 and a director of Hisense Electric Co., Ltd. (“ Hisense Electic ”) since June 2008. He has been a director of Qingdao Hisense Air-Conditioning Company Limited since April 2009. He has served as a director of the Company since January 2011. He has been the president of the Company since 27 March 2014.
Pursuant to the first A share share option incentive scheme of the Company, Mr. Xiao has been granted share options to subscribe 828,000 A shares at RMB 7.65 per share (representing approximately 0.06% of the total issued share capital of the Company and approximately 0.09% of the total issued A shares of the Company as of the date of this announcement).
Save as disclosed above, Mr. Xiao has not held any directorship in any other listed companies for the past three years nor holds interests in any shares of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, Mr. Xiao does not have any relationship with any directors, senior management, or substantial or controlling shareholders of the Company or its subsidiaries. Mr. Xiao will receive emoluments as the president of the Company in the sum of RMB1,000,000 (before taxation) per year which was determined by the remuneration and appraisal committee of the board of directors after taking into consideration the scale of operation of the Company and the remuneration level of senior management members of other listed companies. The term of office of Mr. Xiao as the president of the Company commences on 27 March 2014 until the expiry of the term of the eighth session of the board of directors (that is, 25 June 2015). Save as disclosed above, Mr. Xiao confirms that there is no other matter that needs to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Rules Governing the Listing of Securities on the Stock Exchange (the “Listing Rules” ) nor any other matter that needs to be brought to the attention of the shareholders of the Company.
Note 2: Biographies of the director candidates:
Mr. Tian , aged 39, has served successively as the head of the financial planning department of Hisense Electric, deputy manager of the business department of the sales company of Hisense Group, deputy manager of the financial planning department of Hisense Electric, the deputy general manager and general manager of Hisense South Africa Development Company and the deputy manager of the purchase department, manager of general manager’s office and general manager of purchase centre of
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Hisense Electric. He has served as the assistant to the general manager of Hisense Electric from August 2006 to March 2010, the deputy general manager of Hisense Electric from March 2010 to April 2013 and the vice president of the Company since May 2013.
Mr. Tian has not held any directorship in any other listed companies for the past three years nor holds interests in any shares of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, Mr. Tian does not have any relationship with any directors, senior management, or substantial or controlling shareholders of the Company or its subsidiaries. During the term of his directorship, Mr. Tian will not receive any director’s remuneration from the Company, however, Mr. Tian will receive emoluments as the vicepresident of the Company in the sum of RMB1,000,000 (before taxation) per year which was determined by the remuneration and appraisal committee of the board of directors after taking into consideration the scale of operation of the Company and the remuneration level of senior management members of other listed companies. Mr. Tian will stand for election as an executive director of the Company. If elected, Mr. Tian’s term of office will commence from the date of his appointment at the General Meeting until the expiry of the term of the eighth session of the board of directors (that is, 25 June 2015).
Save as disclosed above, Mr. Tian confirms that there is no other matter that needs to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor any other matter that needs to be brought to the attention of the shareholders of the Company.
Mr. Huang , aged 55, holds a master degree in mechanics in South China University of Technology. Mr. Huang has successively served as an enginner of the development department, the head of the airconditioner design division of the research department, head of the sales management department, international marketing director and the general manager of the Company . He acted as the vice general manager of Qingdao Hisense International Marketing Holdings Co., Ltd. from February 2007 to February 2014. Mr. Huang has acted as the vice president of the Company since 27 March 2014.
Mr. Huang has not held any directorship in any other listed companies for the past three years nor holds interests in any shares of the Company or any of its associated corporations within the meaning of Part XV of the Securities and Futures Ordinance. Save as disclosed above, Mr. Huang does not have any relationship with any directors, senior management, or substantial or controlling shareholders of the Company or its subsidiaries. During the term of his directorship, Mr. Huang will not receive any director’s remuneration from the Company, however, Mr. Huang will receive emoluments as the vicepresident of the Company in the sum of RMB1,000,000 (before taxation) per year which was determined by the remuneration and appraisal committee of the board of directors after taking into consideration the scale of operation of the Company and the remuneration level of senior management members of other listed companies. Mr. Huang will stand for election as an executive director of the Company. If elected, Mr. Huang’s term of office will commence from the date of his appointment at the General Meeting until the expiry of the term of the eighth session of the board of directors (that is, 25 June 2015).
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Save as disclosed above, Mr. Huang confirms that there is no other matter that needs to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules nor any other matter that needs to be brought to the attention of the shareholders of the Company.
By order of the Board of
Hisense Kelon Electrical Holdings Company Limited
Tang Ye Guo
Chairman
Foshan City, Guangdong, the PRC, 27 March 2014
As at the date of this announcement, the Company’s directors are Mr. Tang Ye Guo, Ms. Yu Shu Min, Mr. Lin Lan and Mr. Xiao Jian Lin; and the Company’s independent non-executive directors are Mr. Xu Xiang Yi, Mr. Wang Xin Yu and Mr. Wang Ai Guo.
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