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Medlive Technology Co., Ltd. Governance Information 2005

Apr 29, 2005

50436_rns_2005-04-29_da8f1809-b904-4fcb-b049-170758a3ab51.pdf

Governance Information

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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)

PROPOSED AMENDMENTS TO CERTAIN PROVISIONS OF “RULES OF INFORMATION DISCLOSURE”

According to the recent amendments to the requirements of “Rules Governing the Listing of Shares” (Revised in 2004) issued by the Shenzhen Stock Exchange and the relevant laws and regulations, “the Rules of Information Disclosure” of Guangdong Kelon Electrical Holdings Company Limited (the “Company”) are proposed to be amended as follows:

  1. Amendments to existing Article 7:

The existing Article is as follows:

  • Article 7 The Company designates the Secretary of Board of Directors to be responsible for matters relating to information disclosure, including contact with the CSRC, Guangzhou Securities Regulatory Office, Shenzhen Stock Exchange, relevant intermediaries and news media, and address any questions from the public.

The existing Article is hereby amended as follows:

  • Article 7 The Company designates the Secretary of Board of Directors to be responsible for matters relating to information disclosure, including contact with the CSRC, Guangdong Regulatory Bureau, Shenzhen Stock Exchange, Stock Exchange of Hong Kong Limited and the relevant intermediaries and news media, and address any questions from the public.
  1. Amendments to existing Article 9:

    • The existing Article is as follows:

    • Article 9 Upon removal of the Secretary of the Board of Directors by the Company or resignation of the Secretary of the Board of Directors, the Board of Directors of the Company shall promptly report to the Shenzhen Stock Exchange to explain the reasons and arrange an announcement thereof. Prior to official engagement of a new Secretary of the Board of Directors within three months after the leave of the original Secretary of the Board of Directors, the Company shall designate a temporary person to perform his duties.

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The existing Article is hereby amended as follows:

  • Article 9 Upon removal of the Secretary of the Board of Directors by the Company or resignation of the Secretary of the Board of Directors, the Board of Directors of the Company shall promptly report to the Shenzhen Stock Exchange to explain the reasons and arrange an announcement thereof. During any vacancy in such office pending official engagement of a new Secretary of the Board of Directors within three months after the leave of the original Secretary of the Board of Directors, the Company shall designate a director or senior management personnel to perform the duties of the Secretary of the Board of Directors, and be subject to filing with the Shenzhen Stock Exchange, and determine a new Secretary of the Board of Directors as soon as practicable. Prior to designation of a person to act as Secretary of the Board of Directors, the Chairman shall perform the duties of the Secretary of the Board of Directors.

If the vacancy in the office of Secretary of the Board of Directors exceeds three months, the Chairman shall perform the duties of the Secretary of the Board of Directors until official engagement of a new Secretary of the Board of Directors.

  1. Amendments to existing Article 12:

The existing Article is as follows:

  • Article 12 The Company shall ensure that the information disclosed is true, accurate and complete, and does not contain any false and material misleading statement or omission.

The existing Article is hereby amended as follows:

  • Article 12 The Company and its directors shall warrant that the information disclosed is true, accurate and complete, and does not contain any false presentation, misleading statement or material omission.

By Order of the Board of Guangdong Kelon Electrical Holdings Company Limited Gu Chu Jun Chairman

As at the date of this announcement, the Company’s executive directors are Mr. Gu Chu Jun, Mr. Liu Cong Meng, Mr. Li Zhen Hua, Mr. Yan You Song, Mr. Zhang Hong and Mr. Fang Zhi Guo; and the independent non-executive directors are Mr. Chan Pei Cheong, Andy, Mr. Li Kung Man and Mr. Xu Xiao Lu.

Foshan City, Guangdong Province, the PRC, 28 April, 2005

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