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Pharmaron Beijing Co., Ltd — Board/Management Information 2020
Nov 6, 2020
50881_rns_2020-11-06_ba4cd2c9-8ab2-45de-93dd-812992bf870d.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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Pharmaron Beijing Co., Ltd. 康龍化成(北京)新藥技術股份有限公司*
(a joint stock company incorporated in the People’s Republic of China with limited liability)
(Stock Code: 3759)
ANNOUNCEMENT PROPOSED CHANGE OF SUPERVISOR
This announcement is made pursuant to Rule 13.51(2) of the Rules (the “ Listing Rules ”) Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).
The board (“ Board ”) of directors (the “ Directors ”, each a “ Director ”) of Pharmaron Beijing Co., Ltd.* (the “ Company ”) hereby announces that (i) Mr. Liu Jun (“ Mr. Liu ”) will, due to other work commitments, resign as supervisor of the Company (the “ Supervisor ”) with effect from the date of the extraordinary general meeting of the Company to be convened to approve, among others, the proposed appointment of Supervisor (“ EGM ”), and (ii) Ms. Feng Shu (“ Ms. Feng ”) has been nominated as candidate for appointment as Supervisor subject to the approval by the shareholders of the Company (the “ Shareholders ”) at the EGM.
Mr. Liu has confirmed that he has no disagreement with the Board and that there is no other matter in relation to his resignation that needs to be brought to the attention of the Shareholders.
The Board would like to take this opportunity to express its appreciation and gratitude to Mr. Liu for his past contributions and services made to the Company during his term of service.
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PARTICULARS OF THE SUPERVISOR CANDIDATE
Shenzhen Xinzhong Kangcheng Investment Partnership (Limited Partnership)* 深圳市信中康成 投資合夥企業(有限合夥), being a 3% or more shareholder of the Company has nominated Ms. Feng as candidate to replace Mr. Liu as a non-employee representative Supervisor of the second session of the supervisory committee of the Company (the “ Supervisory Committee ”), subject to and effective upon the approval by the Shareholders at the EGM. Her biographical details are as follows:
Ms. Feng Shu (馮書女士)
Ms. Feng Shu, born in April 1985, Chinese, has a bachelor’s degree from Zhejiang University (浙江大學) and a master’s degree from Baylor University in the United States. From February 2016 to May 2017, she served as Vice President and Senior Vice President of CITIC M&A Fund Management Co., Ltd.* (中信併購基金管理有限公司) (“ CITIC M&A Fund ”), which is a substantial shareholder of the Company. Since May 2017, she has worked at Goldstone Investment Co., Ltd.* (金石投資有限公司) (“ Goldstone Investment ”), the sole shareholder of CITIC M&A Fund, and currently serves as the Director at Goldstone Investment; since August 2019, she has served as the Director, the Head of Strategy and Business Development, the Director of Real Estate of CLSA Capital Partners (HK) Limited and a Member of the Investment Committee of CLSA Capital Partners (HK) Limited.
The relevant proposal will be put forward to the EGM for the Shareholders’ consideration and approval. If approved by the Shareholders at the EGM, Ms. Feng will form part of the second session of the Supervisory Committee.
The Company will enter into a service contract with Ms. Feng for a term until the end of the second session of the Supervisory Committee. Ms. Feng shall not receive any remuneration for his role as Supervisor. The Company will reimburse Ms. Feng all necessary and actual expenses in relation to the participation of Board meetings, the Board committee meetings, the meetings of the Supervisors and the general meetings of Shareholders.
Saved as disclosed above, as at the date of this announcement, Ms. Feng does not hold any other directorships in other public companies the securities of which are listed on any securities market in Hong Kong or overseas in the past three years or other major appointments and professional qualifications and (i) she is not related to any Directors, Supervisors, senior management or substantial Shareholders; (ii) she is not interested in any shares of the Company within the meaning of Part XV of the Securities and Futures Ordinance (Cap 571 of the laws of Hong Kong); or (iii) she does not hold any other position with the Company or other members of the Group.
Saved as disclosed above, as at the date of this announcement, Ms. Feng has confirmed that there are no matters that need to be brought to the attention of the Shareholders and there is no other information in relation to her proposed appointment that is required to be disclosed pursuant to Rules 13.51(2)(h) to 13.51(2)(v) of the Listing Rules.
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GENERAL INFORMATION
A circular containing, among other things, details about the proposed appointment of Ms. Feng as a Supervisor of the second session of the Supervisory Committee will be despatched to the Shareholders as soon as practicable.
By order of the Board Pharmaron Beijing Co., Ltd. 康龍化成(北京)新藥技術股份有限公司* Chairman Dr. Lou Boliang
Beijing, the PRC November 6, 2020
As at the date of this announcement, the Board of Directors comprises Dr. Lou Boliang, Mr. Lou Xiaoqiang and Ms. Zheng Bei as executive Directors; Mr. Chen Pingjin, Mr. Hu Baifeng, Mr. Li Jiaqing and Mr. Zhou Hongbin as non-executive Directors; Mr. Dai Lixin, Ms. Chen Guoqin, Mr. Tsang Kwan Hung Benson and Mr. Yu Jian as independent non-executive Directors.
- For identification purposes only
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